Sensational SpiderX
by Agent-G
Summary: Third in the Spider-X series, the X-Men and Peter Parker have survived being exposed but now they must deal with the fallout of the world knowing of mutants. Can Peter keep his secret being Spider-man from the world? Not to mention new evil is on the way.
1. After the Storm

**Disclaimer: I don't own X-Men Evolution or Spider-Man or any other Marvel related character. And Spyder I got permission from Red Witch to use. **

**Well here it is the long await sequel to my Spider-X series, I'm testing to waters to see how many people will still read this. Also keep in mind my grammar and spelling have improved a bit since the first two stories but I still make mistakes. I don't trust betas so please just keep this in mind for your reviews.**

**Sensational Spider-X**

**Chapter 1: After the Storm**

Jean Grey was sleeping peacefully in a bed but not hers; she was in Scott Summer's bed as she felt his body against hers. She was slowly waking up to the feel of his body that she was sleeping on. Jean looked to see she was using his shoulder as a pillow and smiled as he slept. He wasn't wearing the visor as he had the power suppresser watch on, that Peter had made for him. She could feel it on her body where his arm was wrapped around her. She put her head back down and just took in the moment. So much had happened lately, with mutants being exposed, and with some of them being kidnapped for some type of experiments by the look of it. They still weren't sure who was behind it, only that they were using Oscorp facility and equipment.

She had been one of those taken, although she didn't remember much thankfully. It was all a blur when the X-Men had come to her rescue and the others. It had been a couple of weeks and the mansion was nearly finished being fixed from the attack, by of all things, giant robotic spiders. After being rescued, she and Scott had taken their relationship further. She smiled remembering their first time alone in the woods, now they had surprised each other at the river and how she had taken the first move. So she had been impulsive for what seemed like the first time in her life but she didn't regret it.

Even though they had been found out by the adults soon after but she would never trade that night away for anything. Not that they were the only ones that night, of all people Rogue and Peter also had been caught. Well she couldn't blame Rogue, all that time not being able to touch then Peter comes along. He reaches out to her, they date and he makes her a device to allow her to touch, then he gets taken like she had been and Rogue thinks that she would never see the first person she loved again.

And Jean knew that they loved each other, you could see it in them now. Well after that night the two couples got a long talk with the adults and so they still had extra training with Logan as punishment to go and other duties. But at least they were allowed to have sex still, as long as they followed the rules, first always safe sex, second to keep it to themselves as in no private dips into the pool or anything.

Well that was fair to them and so Jean took advantage of it. Like now as she was cuddled up to Scott after a night of love, she had to admit even though there was the pressure of dealing with their secret being out as well as other things, moments like this with Scott pushed them all away.

She didn't want to worry about anything at the moment, all she wanted was to just enjoy the morning after with Scott. She wondered if Rogue was doing the same at the moment, the two of them haven't talk much but given they seemed to be the only girls that had taken their relationship to this level maybe it would help make things better between them. Rogue had never gotten along with her but then Jean hadn't reached out as maybe she should have, opted to giving the girl her space. But now with things as they were maybe they could start being friends.

So much had happened that it still surprised her. The Brotherhood had gotten new members and apparently Mystique had taken one girl as another adopted child. Not much was known only that apparently the girl really didn't like Rogue. There was a lot of anger in her apparently. She didn't know much about one of the others but Max, the one that went by Electro, he was someone to be careful of. Tabitha had thought she had found a common free spirit when she lived there. Only to have it turned into a nightmare as Max was very controlling and even somewhat abusive. When Tabitha left him she left the Brotherhood as well, taking Lance and Wanda with her.

Then there was that mysterious Goblin person, that laugh of his was still haunting. They had no idea what he wanted but apparently he had some link to have had happened to them. But at any rate there was some good that came out of all of this. Like the Connors, Dr. Connors after they saved him from his 'Lizard' problem, was a very good friend to them, as was his wife and their son. In fact their son came over all the time to play with Jamie and another new addition Olivia.

Jean smirked at that, you could never call her Olivia in front of her, she hated being called such a 'girly' name. Somewhat of a tomboy the girl had been rescued off the cold streets by Peter, who seemed to have adopted him as her 'big brother' it would seem. So she preferred to be called 'Ollie' or just Spyder. Plus the young girl and Jamie had been seen holding hands now and then. Jamie had such a crush on the girl, Jean wasn't aware how it happened but the two were so cute together at times.

She gave a small laugh remembering some of the teasing the other girls did to them. She shouldn't laugh but it was kind of funny.

"What's so funny?" Scott asked.

"Oh sorry, did I wake you?"

"No, I was up for a couple of minutes now." Scott told her, he had thought she was asleep and was enjoying being together like this when he heard her laugh. "So, what's so funny?"

"Just remembering some of the good times is all." Jean told him as she got more comfortable.

"Man I must have been tired last night, I don't even remember falling asleep." Scott muttered as his free hand went to rub his face. Last thing he remembered was that he and Jean were cuddled up on his bed talking. The next thing he knew he was drifting off.

"Well we've all been working hard with the repairs." Jean said. "Plus I was too tired to get up and go back to my own room so I just slept here. Hope you don't mind."

He grinned down at her, looking into those green eyes. God how he missed seeing colors but even so he would never want to lose the memory of those eyes. "Nope not at all, although if anyone comes in here they'll get the wrong idea."

She sighed knowing he had a point, although they were sexually active, they had only 'done it' three times. Last night they were just too tired and not really in the mood for anything like that, not that anyone would believe them. She looked at the clock and groaned.

"We still can stay a few more minutes until people get to breakfast." She told him.

"I can deal with a few more minutes." Scott said.

**-Later-**

May Parker, recently widowed after decades of marriage, had to admit that she never thought her life would turn out like this. Here she was in a mansion of all places, she remembered when she was first dating Ben that he promised her a rich life style even if he had to work his entire life. Well that never happened, but she couldn't have cared. She loved that man and as long as they were together she could have lived in poverty for all she cared.

But they had had a good life, a rich life. Peter had been like a child to them, given they had tried to years but never could for some reason. Then Ben had died and things had been so very dark for her and Peter. Peter was going out late and she noticed the bruises, she thought he was getting into fights or trouble. Little did she know that he was going off being a hero, and to her he was a hero. Sure it scared her but she understood why he did it. Now she was living in a mansion full of life and strange things and she felt happy again.

She felt useful for once, helping all these young people with amazing powers and she was the only normal person here as well. Some of these children needed love as well. Some were from broken homes or had no home to go back to. It was so sad but she knew that she had found a calling in life. It filled her with warmth to know that even the little things she did helped the children out. Plus the staff was also nice as well. Henry, after getting used to his appearance, was a very intelligent and charming man. Such a gentleman and kind fellow, truly you couldn't judge a book by the cover with him.

Ororo was an amazing woman, May could just feel the inner strength the young woman had. There was just something about her that you couldn't understand but wanted to be around, like this aura. She was calm and understanding but like the weather she controlled, she could become a force of nature. Logan was hard to get used to, he was such a bad influence at times but he also would protect the children with his life. He was an odd one, obviously a man with a hard life that for some reason wanted to ensure the kids never had to go through some of the things he had gone through.

Then there was Charles Xavier, she had never met a man like him. He had such a presence about him that you couldn't help but gravitate to. He was cultured, sophisticated, charming even. She had to admit, he was a man she was very comfortable with and enjoyed their tea times together. He cared so much for the world as well, wanting a world of peace and understanding.

Yes things were different for her now but it was a good kind of different.

At the moment she was helping Ororo with the morning meals. It was just something that she enjoyed doing, she had been a homemaker for most of her life so it was only natural to her now. Plus she knew that Ororo loved the help, with so many students living here now it got crazy at times. Right on cue the doors opened up and several more young folk came in for morning meals. Some still looking sleepy, with their hair unkempt and still in their sleeping clothing.

"Oh man I'm glad my room is finally done," Roberto said as this was the first night he had a good nights sleep. "Evan snores like you wouldn't believe."

"Hey I do not!" Evan yelled out from his spot at a table still eating.

"Dude, you so do," Roberto told him.

"Yeah well there are still a few places we need to fix up," Amara yawned. "I better get Tabitha some food, she's sleeping in again."

"Man she better enjoy that while it lasts," Bobby laughed as he was still eating himself. "By the time school is back, if she's not out of the habit you will have to be her alarm clock."

Amara rolled her eyes, since the rooms were more redone since the damage she and Tabitha had been paired up. They could have split up but both girls had liked hanging out together, plus Tabitha had gotten her friend Wanda to join in and Amara was slowly making progress with making friends with the older girl. It was certainly an odd friendship that was forming, a princess from a small nation that the world didn't know about, one girl that was abandoned by her father to a mental asylum, to a runaway whose father forced her to do crimes.

You'd think that they wouldn't have anything in common but they managed to work things out. Amara was still catching up to all the technology and history of the outside world, it wasn't easy for her but it was a lot better than when she had first gotten here. She maybe have been excited, afraid, confused all at once. But she had made friends and they took the time to explain things to her. Maybe that was why she could relate to Wanda in some way, all those years locked away and the other girl had missed a lot of her education. Wanda was currently being tutored by Beast to help her catch up, in fact sometimes since their return she and Wanda would work in the same study group as they both were weak in some areas. Tabitha had to join as her grades needed the boost for next year, she had slacked off when she had been with the Brotherhood.

Meanwhile in another part of the mansion one more person was waking up, or trying to. Spyder was sleeping in her bed with her curtains trying to block out the light. She had slept all night long but she still felt tired. It was something that had been going on recently for the past week, it just got harder and harder to get out of bed. She put it off as thanks to the heat and humidity, maybe she was just rolling around in her bed all night. She snuck a peek at her clock and the young thirteen year old groaned, if she stayed any longer she would have to make breakfast herself and she didn't know much on cooking.

'_Man this sucks,'_ Olivia thought to herself, _'I mean why am I always so tired lately? I takes me hours to wake up and then I just crash later at night. Maybe I should see McCoy?_'

He was the only doctor that she had ever had. Given it was hard to hide the fact her skin was grey, as was her hair and eyes only different shades. She didn't remember her parents only that they left her with her uncle and she had been fine with that. If they didn't want her then who needed them, right? But after her uncle had died she had no one, then Peter found her and her life was suddenly better. She still missed her uncle a lot, but she was glad for the change. She could finally go to school, and have friends.

She blushed a bit as she saw a little necklace next to her bed, her birthday had been last week and Jamie had gotten her this silver one with a spider on it. She reached out to touch the cold metal and she felt herself smile. Jamie who had been her best friend since she got here was now something more now. Maybe she was growing up or something. She didn't know, only that Jamie made her happy.

"Well if you want to eat might as well get to it," Spyder told herself as she forced her limbs to move. She groaned as she felt her joints crack. How long had she been sleeping in that pose for? She didn't think it was possible for all the joints to do that, well she could move a bit easier now but she still felt sluggish and low on energy.

She usually only felt like this when she used her electrical webbing too much, that was another part of her mutation. Although Peter had made some version of his web shooters for her to use so she didn't use too much, she still used her natural webbing in training. She had to learn how to fire them, how much of an electrical charge was needed and various other things. It really took a lot out of her, but Xavier said that was because she was young and would eventually grow into them.

She hoped so, she couldn't wait until she was a pro at her powers. The only thing she could do was stick to walls, which Beast had told her was a type of static cling ability. She had never thought about how she stuck to objects but it wasn't as cool as she thought it would be. This made her feel like the sock you found stuck to your shirt after you pulled it out of the dryer. Well it was still cool to be able to do it, even if the how sounded a little lame to her. She quickly put on some cotton pants and a t-shit and headed down for breakfast, she would shower and change into her usual clothing later.

**-Later that day-**

Rogue was in her new room, she had just finished the decorating of the place and it felt a lot better to have her own room for a chance. Of course sharing with Kitty had its ups and downs but it was just nice to have a place all her own. After everything that had happened with the new members of the Brotherhood, then the kidnappings, that freak that called himself the Green Goblin and mutants being exposed to the world. It was just a lot going on and now school was coming up, she wasn't looking forward to that. But there were some good things going for them, the few humans friends they had didn't turn on them at least.

She looked at her wrist and smiled at the bracelet there, a gift that gave her so much. She lightly touched it with her bare fingers knowing that inside of it was a complex device that turned off her powers. Peter had given this to her and she had never been so happy in that moment when she could tough for the first time. She blushed a bit remember how she thanked him by kissing him hard on the lips, which turned into a little make out session until they had been interrupted. Peter had been the best thing to happen to her in her life, there was no question about it.

Ever since he got here he had made her life different, even all their lives. She remembered the first time she saw him during Christmas as Spider-Man as he helped her and Scott from a group of gang members, they could have used their powers but they had been worried about that. But then he came out of nowhere and he even called her cute. She laughed remembering that night. They searched and found him and convinced him to live with them.

Then things between them grew, he could understand her in a way. Both of them had hard lives and they both knew the pain of loneliness too. Both had been outsiders for the longest time and maybe that was what had started them on becoming more than just friends. But whatever the reason she was glad for it, he made her happy, he made her smile more than she could ever remember. She sighed thinking back to that night in the woods a few weeks back where she had taken him deep into the forest to a place that she had set up. They had confessed their love for the other and she took it to the next step as they made love that night. They hadn't since but that night had been the most memorable night of her life.

She started to turn out the lights in her new room as she changed into some sleepwear. It was still hot so she kept her French doors open and she was only now in a large dark green t-shirt and nothing other than her underwear.

"God you look so hot right now," a voice said making her jump and turn around. There was Peter only in some boxers and a wife beater looking at her. She felt herself blush a bit at being caught like this and also stealing a glance at his body. He wasn't overly muscular like some but his build was slim and yet very athletic. Like a gymnasts' body actually which kind of fit for him.

"Damn it don't scare meh lahke that!" She said angrily at him.

Peter smiled nervously scratching the back of his head, "Heh, sorry about that. I was just checking in on you tonight."

Her anger fade a bit more, "So...ya not goin' out tonight?"

He shook his head, "Naw I'm keeping a low profile until we figure something out."

Peter sighed as he thought about the complications of how his life was now. He was Spider-Man but was also part of the X-Men using a new costume and identity as Spider-X. Sure it sounded good at the time but it wouldn't be long until people made the connection now that the X-Men were outed. Now he also would have to admit to having powers or at least to being a mutant since he was living here. If he tried to say he was the only 'normal' person in a home for mutants, well no one would believe him. He had a plan but he wasn't sure if it would totally work.

Rogue saw him deep in thought and worried about something that was one thing she learned about him was that he worried a lot. Especially about the big things, he always carried the weight of the world on his shoulders. She walked up to him and wrapped her arms around his neck making him look at her. Maybe she could distract him they had enough to worry about anyways.

"Ya know we are alone right now." She said to him as she blushed a little, although what she had planned they had already done. It was just that she wasn't used to this part of their relationship, she was still getting used to touching others.

Peter felt a smile tugged on his lips as he had to admit, this was very tempting. Although they had only done it that one time he had been looking forward to more. Although things had just been so busy, especially with the extra training for the punishment they as well as Jean and Scott were getting for that one night.

"I didn't bring anything with me." Peter said lamely knowing the deal with the adults and hoping she knew what he was talking about.

"Ah...got a few in tha night stand." Rogue blushed even more at that. That had been embarrassing to get and not something she wanted to go through again.

"You really want to?"

Rogue just smiled and nodded.

**-Unknown Location-**

It was a dark room filled with odds and ends, there were tables and benches filled with devices or half created ones. The room smelt of burned solder and metal as well as chemicals. On a chair with several monitors hooked up to a slapped together computer system a cloaked figure was watching the images that played on the screen. They were images of the battle between mutants that had been caught on the news.

"So are you among them as well, or are they only just another show?" the figured asked as he looked at this as well as old news footage. These were the few recorded sightings of Spider-Man, including the first time he was ever seen, helping out at a burning building.

Over on a board there were clippings of everything that might have something to do with Spider-Man as well as other odd things that had happened lately. Strange people showing up, odd events and such. There were notes around these clippings. Some were crossed out in red as they weren't what he was looking for. He was looking for leads on Spider-Man, after all that was the one he wanted. He was currently looking at two video clips.

The first on the left was of the various film sightings of Spider-Man on the right were images of the X-Men's battle with the one known only as Juggernaut. He was looking at the mutant in the black and white uniform with a spider symbol on it, with the legs turned into a modified X. He had been comparing both of them and he could tell the similarities. After watching the videos long enough he felt that there was a connection. Either they were the same person or they could be related or something like that.

At any rate, he would have his revenge again Spider-Man.

**Next up chapter 2: Bad News Coming**


	2. Bad News Coming

**Sensational Spider-X**

**Chapter 2: Bad News Coming**

**-Brotherhood Boarding House-**

Mystique had lately been training the Brotherhood, mainly due to all their past defeats and she was tired of it. The plan that Magneto had failed to bring about the war which he wanted, personally she didn't really care for his politics. But for her, mutants came first and she had to make sure that these kids were ready for what was to come. Humans now knew of mutants, so far the Brotherhood hadn't been exposed, yet that is. It was only a matter of time now, she couldn't protect them as principal anymore something she actually wished she could do again. It would give her more control over the school environment. But given how her persona of Principal Darkholme was listed as missing, unless she could account for her time, that persona was useless.

Besides she had her hands full with working for Magneto as well as training these kids. But at least it wasn't all bad, the newer recruits showed a lot more promise. Morrie Bench AKA Hydro-man could turn himself into water. He might be a good match up for that Magma girl in a fight. He was a little crude but then again he was a runaway. He had been found and brought to Magneto for that experiment to turn humans into mutants.

Another was Delilah, she gave no last name but the raven haired beauty had been also a runaway but this one was different. She had a natural talent for combat, Mystique had found her in an underground fight club earning her living, fighting not only other females, but males twice her size, and winning. Her natural strength was now put into the super human as she was now sparing with Fred Dukes, AKA the Blob. It was surprising to see the much smaller athletic girl taking on the giant and holding her own.

Max Dillon who went by Electro because of his electrical powers was a difficult case the boy had an ego on him and also a nasty temper. He had to control things and also didn't like to listen to others, he would be a major problem and she might have gotten rid of him because of how his actions and pushed away three members. But he was now their most powerful member of the team with Wanda gone. She wasn't sure just how powerful he was or would become but one day he might prove to be too dangerous.

The last new member was a girl that she had taken in as yet another daughter, but this daughter accepted Mystique for everything and seemed to love her unconditionally. Something she had never had from her children. Sandra also called Shriek, had been yet another runaway but this one had been on a self destructing path on drugs, most likely to forget her abusive parents. Magneto's device had given her a body that most girls would kill for, her skin had turned pale but Sandra didn't mind. She seemed to have unique powers, her strength as a bit above average human, but the main power were here sonic attacks from her hands.

Somehow as they had trained the girl could levitate herself and objects, but theses weren't sonic in origin. Mystique was wondering if the girl had some kind of psychic powers but they were still seeing what she could do. If so, the girl might be a good opponent for Jean Grey, it was something Mystique hoped for.

As for the original members, they felt a sense of betrayal from those that had left them. Toad who had some kind of obsession with Wanda had been in a state of depression. Fred missed Lance the most it would seem as he and Toad made up a friendship that was now broken. Fred had always been easy to anger and it wouldn't take much to point that anger at the X-Men. Pietro was taking the losses good for the most part his twin sister leaving was what hit him the most. But he never showed it, although he seemed to put a great deal of energy in chasing Delilah.

Said girl seemed to be one of the few females to openly resist the boy's charms with women. Something that only encourage him more and she kept playing her little game with him almost in amusement.

It wasn't the best team she had to work with but the new blood would help things out.

"Why do we keep on doing this?" Pietro said as he suddenly stopped. "I mean come on, we're good enough as it is."

"Said the boy that has barely won a single fight since joining," Mystique told him. The boy needed to be put in his place when he got like this, or it would be impossible with him later on.

"Oh come on, I beat Evan before I joined up and it took them all to beat me. Plus you haven't let us fight them in forever. Most of us did win against the X-Men when my father had plans for Asteroid M." Quicksilver shot back.

"I'm not usually one to agree with him," Max said as he took a break himself. "But I would love a shot at them, especially since those three traitors left."

"Yeah and whose fault was that?" Pietro snapped at Electro. Already the other boy looked like he was ready to unleash his own rebuttal, with electricity involved in it.

"I want to fight as well," Delilah stated as she continued her sparing with Fred. "Training is nice, but it's only a real fight that I can feel alive. I joined because Magneto offered me power and I want to use it."

"Yeah I'm with them as well," Morrie spoke up as he had been waiting for a chance to really let loose. "I think I got enough control over my powers now and I want to really test them out."

"In case you forgot, now that the world knows about mutants we can't just act out like we normally did. People won't just pass our battles off as accidents or strange occurrences." Mystique informed them. "Unlike Xavier's, we don't have a state of the art defences or high walls to keep humans out. We're still under the radar and I want to keep it that way for as long as possible."

"That sounds reasonable to me," Sandra said although a part of her was itching for a fight as well. She wanted to see just how strong she really was. She was no longer the fat girl her parents abused, she was no longer the skinny drugged girl that was on her way to death. She was stronger then she had ever been in her life and wanted to prove her worth to herself, and to her new mother.

Pietro just rolled his eyes at Sandra, "Well of course you'll agree with Mystique, momma's girl."

"What did you say!?" Sandra yelled at him, "As if you're one to talk with how you lick Magneto's boots!"

"Oh that's it, I'm ready for a fight but I'll take you on!" Pietro shot back. He didn't really like the girl, she was too much on Mystique's side all the time. Plus he never got along with the pale skinned girl, maybe it was time to put her in her place. The others were already getting ready to watch a fight.

Mystique wasn't sure to let the fight start or not, maybe it would be good to see how well they were in combat. She couldn't coddle the girl forever, but she wasn't sure just how well she would stand up in a real fight. Maybe it was time to actually test the Brotherhood out, let them do something to let out all this tension that had been building up. She decided she would let the fight start but would step in before things got too bad in the end. She wanted to see how Sandra would stand up against Pietro and maybe the boy would calm down after.

Pietro had wanted to put that girl in her place for a long time, just because she was another of Mystique's kids she could walk around like she owned the place. He wanted to enjoy things so he used his speed to give her a tap on the arm well he considered it a tap.

Sandra took the blow to her arm as she staggered off balance as soon as she got it back she felt a hit to her lower back. Pietro was obviously playing with her, he wanted to humiliate her but she wasn't going to let him. She knew that he was cocky and arrogant and wouldn't pay attention to what was going around him. She kept taking the hits as she tried to look for a pattern in his attacks, Mystique had trained her well and she would use it.

She noticed that he was going in a pattern, she counted how long he was taking from the blow, to the sound he made when he ran. She waited and just when he was about to strike and then she unleashed her sonic attack on him. She flung her hand out as a blast of destructive sound was unleashed, the dirt was ripped apart and Pietro went flying. She knew that his control wasn't that good when sudden things happened, he never trained himself to deal with those.

When he landed she didn't let him get back up, she jumped onto his back and wrapped her arm around his neck and tightened her hold, cutting off his air supply. She wanted to pound his face in but she figured a humiliating defeat would be better as she slammed his face into the dirt as he flailed his arms around.

Mystique smirked as Sandra overpowered the boy, using his weaknesses against him to overcome his speed. "That's enough, I think he's learned his lesson."

"Yes, mother." Sandra smiled as she got off the white haired boy.

Mystique looked over the others, "This is why I'm training you all, Sandra actually pays attention to my lessons. So does anyone else have anything to say against this?"

No one answered as they all went back to their training, although Pietro gave Sandra a dark look he didn't say anything. They all went back to work as she oversaw things, but she knew that this wouldn't last forever. Maybe it was time to start looking into a way for them to put their training to use. She would have to be careful how she planned this out but if all went well maybe it could work out.

**-Xavier Institute-**

Rahne Sinclair was one of the youngest students here she really enjoyed her time at the mansion. She had made many new friends and things had been very fun. She didn't have many friends back home, her adopted mother ran a medical center for mutants in Europe that had nowhere to go and whose mutations were hard to control. She loved her adopted mother, she really did but at the moment she was angry. She had just gotten off the phone with her mother and usually that was a pleasant thing, but her mother had been worried about her given what had happened. With the attack on the mansion she was worried sick that something would happen to her.

Rahne had tried everything she could to talk her mother out of it, but in the end she just wouldn't listen. Rahne didn't want to go back, she loved it here in America but her mother had given her a week left. One week to do anything she wanted before she had to leave, it just wasn't fair. Her mother would have already talk to Xavier about this so she was in her room just brooding. She wanted to rip something to shreds and cry all at the same time.

She had no idea how to tell the others that she would be leaving soon either. She must have just laid in her bed for over an hour just numb to the world until someone came for her. Apparently Xavier was calling everyone together she knew what it was for. It was best to get this over with, she figured as she dragged herself off her bed. She was lost in her own depression as she walked into the library as it was the only finished room that was large enough for them all. She looked around and saw everyone laughing or wondering what was going on. She would miss this, then she noticed Jubilee, she looked like she was controlling herself like she was pissed about something.

When everyone gathered Xavier came into the room looking sombre, she hoped that he would explain most of it as she wasn't up to answering a lot of questions.

"Everyone I have some sad news for us all," Xavier started off as he had everyone's attention. "Because of recent events, parents have been worried that this place isn't safe for their children."

"Oh come on, it's not like its safer anywhere else," Evan said. "Besides, what are the odds of the mansion being attacked by robospiders again?"

"It's not just that," Xavier told him. "Because of the Sentinel, the fact the mansion was attacked, and the raise in hostilities they want to bring their children home so that they feel safer."

"Safer for them maybe," Jubilee muttered.

"Now Jubilation, you know better-" Xavier started up hoping to put the young girl at ease.

"Oh come on! My parents are just scared and I'm getting sent home, this totally sucks!" Jubilee yelled out.

"W-Wait, you're going too?" Rahne said surprised.

"They got you too huh?" Jubilee sighed seeing the look on the younger girl. "Yeah my parents called me up, I tried everything but they won't listen. I want to stay here, can't I just stay Professor Xavier?"

"I'm sorry but legally I can't keep you here," Charles told Jubilee. "You were put under my care with permission of your parents, at any time they can take you back."

"Can't you just do something, make them think it's a bad idea?" Tabitha asked.

Xavier gave her a sharp look and she actually flinched, she wished she hadn't said that but at times her mouth said things before her brain thought it was a bad idea. Normally she didn't really care, but Xavier was on person she actually had respect for. She had screwed up, left and he still welcomed her back with open arms. She knew she had crossed a line with that and had to the good graces to at least looked sorry for it.

"Sorry," Tabitha said to him.

"That's good, because you know that I teach how to use your powers to prevent them being abused like that," Xavier said to her in a more gentle tone like a teacher. He knew that Tabitha was one to speak her mind, but she really did need to learn how to hold her tongue at some points. Well she was still a young lady and he had hope for her. "But regardless, I'm afraid that by Thursday we will have to say Goodbye to Rahne and Jubilation."

The mood in the room dropped at that point as everyone looked to the two girls. Rahne didn't like the looks, the looks of pity and sadness.

It was later in the day and several students were relaxing in the living room, it wasn't exactly a happy mood, given that two of them were being forced to leave because of their families. For some, they would wonder if they would have to go through the same thing, with the few exceptions that had no families or didn't have to worry about that. But regardless the feeling of the whole mansion was pretty depressing.

Bobby was currently channel surfing not really finding anything interesting, not that he was really looking anyway. Next to him on the couch was Tabitha who was looking more pissed than anything else, Jamie and Spyder were on the ground both lost in their own thoughts as well. All in all it was a pretty crappy day despite how great the weather was and they had no school for the summer months.

"Man this just sucks," Bobby sighed as he just kept on flicking.

"Yeah," Tabitha said as she was thinking how they were losing two of the girls. "Hey you're parents aren't going to take you are they?"

"Naw, I talked to them, with how everything is going they felt I was still safer here," Bobby was glad for that. There weren't any known mutants in his town and he was the only one so thankfully his parents took that into consideration. "What about you Jamie?"

Spyder gave Jamie a worried look, she hadn't thought about him leaving. He was her first best friend and current first boyfriend. Truth was she didn't want him to go.

"No, my mom asked me last time I called if I wanted to go home but I said I wanted to stay."

Tabitha noticed the relief in the younger girl and smirked. "Aw, were you worried you're little boyfriend would leave?"

Spyder glared at the older girl, "At least I got better taste in men!"

Tabitha drew back like she had been just slapped in the face as her good mood dropped. Thinking about Max never gave her good memories. She reached to a part of her arm that she remembered had been all bruised up by how hard he had gripped her. She was so thankful to get away from that guy, day by day he got more controlling and even more abusive.

"Spyder," Bobby said sternly seeing the blonde's face.

The young girl realized that maybe she had taken things one step too far, she hadn't mean for it to come out like that. She just didn't like being teased and it had been the first thing her mind had come up with, so she just said it without thinking. She heard the talk of what happened with her and him, and now she was regretting what she had said.

"Tabitha, I'm sorry I didn't mean for it to come out like that." Spyder said.

"Forget it, I do." Tabitha told her.

"Hey guys look!" Jamie said pointing at the TV, trying to move everyone's attention away. "There's a shot of the mansion."

"_We are continuing to look into the mutant phenomenon that is sweeping the world,"_ the reporter on the TV announced. _"Never in human history has any news like this rocked the entire world since the moon landing and the end of the second world war."_

"_It is here that Charles Xavier has become the spokes person for mutant rights. Although we have yet to gain any interviews we do hope that we will be able to take you inside the mansion at one point and have a special interview with Charles Xavier and his students."_

"Huh, that might be kind of neat," Tabitha commented.

"You just want your face on TV." Bobby smirked.

"So?" She smiled at him looking back at the TV. "But maybe it couldn't hurt, maybe show people that we're just normal or something."

"_Another thing that has been on the minds of people is that, is there a link between the man known only as Spider-Man?"_ The reporter said as yet a picture of Spider-Man was shown. _"As people know there had been rumours of a spider-like person in both Manhattan area as well as Bayville. But it was in Bayville where his first appearance was captured on camera."_

Clips of when Peter went into a burning building were shown.

"_Is it only coincidence that Spider-Man has these super powers and Xavier's is a place for young teens with powers? Although we have no way of knowing just how old Spider-Man is, there has also been this person also scene."_

Now it was a clip of when the X-Men fought the Juggernaut as the image froze of Peter but in his black and white, Spider-X suit.

"_Although this member wasn't named, it appears to have similar powers to Spider-Man. So is Xavier's harbouring a vigilante crime fighter or is this merely just someone with the same powers? So far we haven't learned we are looking into this."_

"Okay...this could be bad," Bobby said as the program went on about something else that wasn't interesting to him.

"You think Peter is going to be able to get out of this?" Spyder asked the others. "I mean will he have to give up being Spider-Man or something?"

"Not sure, kind of hope not," Tabitha said thinking about it. "I mean it's kind of cool with his hero thing and all plus people talk about him. I saw this thing earlier about people on the street and a few said that if Spider-Man was a mutant then maybe mutants aren't so bad."

"But then you can bet the cops wouldn't like it if they found out Spider-Man was living here, it's not exactly legal what Peter does." Bobby thought about what the reporter said when she called him a vigilante. Sure what Peter did, he felt someone had to do but the cops most likely wouldn't see it the same way.

"Man this just sucks," Spyder sighed, "ever since mutants were exposed things have been harder. I don't even want to think what going back to school will be like."

"Oh thanks for reminding me about that," Bobby groaned. "As if high school didn't such enough, I can already see how some people will react to us there."

"Now you see why I skipped a lot of the time when I was with the Brotherhood." Tabitha muttered as they went back to watching the TV hoping for something more uplifting. But Tabitha was getting tired of all the depression. It was bad enough with all the crap and now this on top of everything else well she wasn't going to be one to stand for this. It was time to do something and she figured there was only one way to lighten the mood.

She stood up suddenly, startling everyone. "Okay that's it, everyone here's the thing. We got two people leaving right? Well I say we at least make their time here worthwhile and a memory to remember."

"What are you talking about?" Bobby asked not following her.

"Easy, we have a party. One big bash to say goodbye to Jubilee and Rahne, hell we'll make it a pool party and everything. I mean come on, we should go all out for our friends, what do you say?"

The other three shared looks between each other before Spyder was the first to speak up. "I think it could be fun."

"Yeah, now we just need to let everyone else know." Bobby grinned at the idea this was the perfect thing to do.

"I can do that easily." Jamie smiled as he made about a dozen copies of himself as they all ran off in different directions.

"Man, you know you're going to be lucky when you're older," Tabitha grinned at Spyder.

"Huh, why?" Spyder asked her not understanding what she was getting at.

Tabitha gave a small laugh, "Don't worry about it, you'll get it in time."

"You're weird," Spyder said as she went to tell anyone else that Jamie might as missed still wondering what Tabitha had meant. Why would she be lucky when she was older? Maybe she should ask around, then again maybe it was just Tabitha, being Tabitha and brushed it off for now. She was looking forward to this party, it was a good idea. Everyone had been so stressed and down lately that this would help everyone out.

**-Across Bayville-**

Peter had already been working on a plan to make sure people thought that Spider-Man wasn't part of the X-Men. As Spider-Man he had more freedom to do what he felt was right, if people knew then not only would all those criminals he had fought go after him, but would use Xavier and the others against him. Another thing was that it would bring more trouble down on Xavier and he didn't want that. He felt that what Xavier was trying to do was worth protecting.

Sure he could stop being Spider-Man, at least in theory. It would make May and Rogue feel a bit more at least, knowing he wasn't going out at night alone. But in all honesty, he didn't think he could quit even if he wanted to. Sure he hadn't been doing it that long, but he just felt that he had to keep doing it. So with no other option he had to do was to basically pull a magic trick out of his hat. Thankfully he knew the perfect magician to help him out.

It wasn't hard to get in his house as his parents knew him by now, hell he came over a lot to talk to him. It wasn't easy to find someone he could talk science with on the same level, although Peter would admit, this guy was smarter than he was. Peter walked down into the basement and it still looked the same as it did the first time he came down here, like time warp of the sixties he been here and frozen time.

"Man I just hope he's not working on anything dangerous," Peter muttered hoping that Forge wasn't playing with anything explosive. He doubted it, but it never hurt as the boy was one step away from mad scientist. "Forge, you here?"

"Yeah, let me just finish up." Forge's voice could be heard from the room that was the boy's private lab.

Peter heard some machinery and other things but decided to wait he didn't want to disturb him just in case. He looked around the place it hadn't changed much in the style although he did notice the TV had been upgraded to a coloured version. There was a new stereo that played more than just eight track tapes. The VCR which was a Beta of all things was still there but a DVD player was next to it. Other than that the place looked pretty much the same.

"Oh hey there Peter," Forge said coming out of the lab he was covered in some grime and grease.

"You're not building a Cylon or Terminator in there are you?" Peter saw the look of the Native American genius.

Forge laughed, "Nothing like that, although that could be something cool. Although what's a Terminator?"

"Look up 80's movies with that title, but please don't build something like that, trust me on that." Peter told the boy. The last thing he needed to do was to have a machine uprising. Things were hard enough as it was and he had enough of killer robots to last him for quite some time.

"Anyways, you got anywhere with those special items I asked for?" Peter asked.

"Oh yeah they're ready for some testing," Forge had finished them yesterday to be honest but he had a new idea and he just had to roll with it. "So you think this plan of yours is really going to work? I mean you'll have to figure out a way to be in two places at once and still have people see you in both. You'll need one hell of a witness as well."

"I'm working on that with Xavier," Peter smiled to him. "I'm hoping that this will throw people off, although it's going to be a bit hard."

Then Peter noticed something else as he went to the side of the room, "Hey where did you get these?" Peter reached down and pulled up a white book with Japanese imagery on it. He saw a few others laying around as well. "Since when did you get into manga?"

Forge chuckled, "Well I got into it after seeing anime for the first time."

"Yeah I know, I got several others myself in my closet. Rogue comes into my room to read Death Note." Peter grinned at how secretive she was about it. She didn't want anyone to learn that she had gotten into that, or her tough goth girl image would be ruined. She even threatened him that if he ever told anyone in the mansion he would regret it. But since Forge wasn't technically living there he found a loophole.

He remembered how it all started, she couldn't understand why he read Japanese 'comic books' but after showing her his Death Note collection, well she couldn't put it down. He even had to burn copies of the anime that she planned to watch in her room for her so no one would suspect a thing.

He would see if she would be into Bleach next once she was finished with his Death Note, since it dealt with life and death as well.

"Death Note?" Forge hadn't gotten into that one, he was more into the sci-fi stuff.

"It's more her thing," Peter said to him, "but don't tell anyone she'd die, and I would die before her, if anyone found out."

"Lips are sealed my friend." Forge told him, for the rest of the visit they talked pretty much about anime, manga and science. But to them that was the kind of things they were into and even if they were geeks, they were super powered geeks at any rate.

**Next up Chapter 3: Setting the stage.**


	3. Setting the Stage

**Sensational Spider-X**

**Chapter 3: Setting the stage.**

Xavier was in his office at the moment, he had a lot to do lately. Besides rebuilding the mansion, which was thankfully nearly done, there was also helping with the students with losing two members. He could feel the dark emotions all over the mansion, one of the downsides to being a telepath. He was certain that Jean felt it as well, which was why she was going out a lot. All this negative emotions were like a weight on you, he could handle things but Jean was still young. But at least in his office he could get a small breather from it all. Thankfully the notion of the farewell party had reached him and he felt it was a good idea. For the past couple of days the emotions had lightened a bit, but there was another problem as well.

He had been fighting to allow the students back into school when the summer ended apparently there was some opposition, especially from the new Principle for some reason. Apparently Principle Kelly was trying to bar mutant students, thankfully Xavier knew of some prominent lawyers. One in particular that he was thankful to have, the man seemed to have a thing for civil rights and had a reputation for defending the underdog. He in fact had invited him to visit the mansion as to get to know the children and also for them to go over the legal process they could use to get the students back into school.

The other was the news he had been avoiding it for the most part. But he had been watching the news lately as well, he could already tell that Peter was worried and Xavier was for the same reasons. Peter didn't want to bring in unnecessary hardships to the mansion and everyone in it. It wasn't too long ago that Peter had come to him with the final additions to his little plan. It might work out, although he wasn't sure how effective it would be. But Peter had to try; Xavier just hoped this would all work out.

It was because of this that Xavier felt maybe he could also help with their public image. The world needed to see that these children were just that, children.

With a heavy sigh he picked up the phone, he had looked up the information before hand. He had to be careful, he had tried to pick someone that people would trust but also someone that wouldn't be totally against mutants. It was hard to tell, after all most news people kept their minds very guarded. But after an exhausting search, he felt he found the right person.

"Hello, Trish Tilby," came a woman's voice on the line.

"Hello there miss, Tilby. This is Charles Xavier," he never got past his name before the woman on the other line already jumped at him.

"You're kidding! Do you have any idea how many times my station has tried to get in touch with you? We keep getting the run around that is if we can even get an answer."

Xavier had to smirk at that, as soon as the phone lines had been restored they had been bombarded with phone calls. He had to put in several different lines, a public line that was in the phone book, a private line for himself and yet another for the students to use for family. Thankfully Ororo or May had been the ones to deal with the press, or they were the ones to hand the phone over to if someone else picked it up.

"The reason I am calling Miss Tilby is that I'm thinking of letting in one reporter to show the world exactly what my home is. I want to show the world that-" again he was cut off by the energetic woman.

"Oh please tell me that you're calling for me, oh wait, of course you are. Ha! My editor will have a heart attack when I tell him this. Oh Linda you can eat this, scoop me and get away with it will you! So when can we do this, can I bring my own camera man, don't worry he's harmless, will this be for a day, an evening or something?"

Xavier had to admit, the woman seemed to very energetic about her job, he hoped this was the right choice but only time will tell unfortunately.

**-Bayville Mall-**

At this time several of the girls left, they were making sure that Jubilee and Rahne had a good last week but also they needed to buy some new clothing. Some of them had lost some of their clothing from the damage to the mansion, so with summer they needed new clothing for it. For a certain goth, it was her first time actually getting a real swim suit. Rogue looked around the store at all the different swim wear, a few of the other girls that needed new suits were with her. She ignored the looks, points, stares from others in the store. It was getting common, after all their faces had been plastered up on the news for weeks.

It was odd, she spent her whole life being ignored and overlooked. Sure it had been lonely, but at least she didn't get the feeling like people were looking at her like she was some alien creature. Even the looks she got as a goth, didn't measure up to what it was like going out now. Well she never was one to be intimidated, she'd just ignore them unless they tried to start something. Now she just had to go back to figuring out what to wear. Normally she only swam with nearly a full body suit on, and that was only to learn how to swim. It wasn't like she could use the pool with everyone in it, but now things were different. She looked to the device hidden as a piece of jewellery, it shut off her powers at her will and apparently was water proof. Peter thought ahead apparently and told her that she could swim forty feet under water with it on.

Rogue was still a little unsure about controlling her own abilities, after using her powers on that Venom guy, it had affected her powers. She gained better agility, strength, speed, everything physical was enhanced lately. Sure she might not be up to Peter's abilities but she was more than what a normal person could do. She also found out that if she put her mind to it, she could shut her powers off herself, at least her absorption powers. But she was still learning, so far she went ten minutes which was better than just for a couple of minutes. Xavier told her that with practice she would learn to totally control her powers.

But she would keep with the device for now, besides it held sentiment attachments to her. She went back to looking at the suits and sighed, who knew that picking something out would be so hard. She didn't want anything that made her look slutty, but at the same time she was dying to go out in summer with less clothing on. It was horrible to go out in that heat and humidity with all the layers she had to put on. People used to think her insane for doing it back in her home town with Irene, she hadn't understood it either until now.

"What's up Rogue?" Tabitha asked as she walked over with a bag already in hand.

"Just tryin' ta figure out what ta get." Rogue told her looking at a few.

"One piece or two?" Tabitha asked looking at the selection.

"Two," Rogue said without hesitation. "Already wore enough one-pieces in mah life."

Tabitha nodded her head, getting the meaning of her words. She looked around and got a smirk as she pulled one for her. "How about this black little number?"

It was a damn string bikini, a thong bottom with barely any material to call a 'top' in Rogue's opinion. She snatched it away as she glared at the girl. "What tha hell do ya think you're doin'? Ah would nevah wear somethin' lahke that!"

Tabitha just laughed her ass off as Rogue's expression, it was so fun to mess with her like that. "You should see your face, god a part of me wishes you would just to see Peter's face."

Rogue scowled at the girl, although Peter had already seen more of her than any man ever hand, and she hoped no one else would. Hell, she had seen the same with him, but she quickly put her hormonal teenaged mind off that subject. They said that boys thought about sex a lot, well no girl had ever been forced not to touch anyone. When her powers kicked in, those first few months had been hell for her. Seeing people touching all the time and she felt she would never be able to experience that. She had never felt so isolated and lonely in her entire life.

But had all changed to Peter, he had found a way out of the prison of her own body and she relished every moment of it. Which was why it was so hard to fight her body, it ached for touch, especially Peter's but she still had some control over her body. She looked at the suit and put it back, she did want something to show off her figure to Peter, but nothing like that. Then he eye caught something in black and green, her two favorite colors.

She pulled it and took a look, it was a nice modest two piece mainly green with black lining on the sides. "Ah think this is more mah style." Rogue smirked at the suit hoping it would fit.

"Not bad," Tabitha said looking at it. "Well the other girls are picking things out, wonder how they are doing? I hope Wanda decided on one."

"She's here too?" Rogue hadn't noticed the only other goth in their group. Sure at first she didn't like that she had to share that distinction but all in all the other girl had an even more crappy life. So she was entitled to the whole goth scene. Actually, Rogue hadn't really gotten to know the girl all that much, she usually hung out with Tabitha and she studied at the mansion as Wanda missed out on a lot of schooling.

Maybe it was time to try and open up to the other girl, after all Wanda was the only other person she could talk to about goth fashion. Sure they had two totally different styles but still, it was nice to be able to have someone in common around. Back home, she had been the only one in the whole school. Goths were outsiders enough, being the only one was even worse. But it was the only style that felt right to her when she entered high school.

"Well ya see her?" Rogue asked as Tabitha looked around. It wasn't too hard to find the black hair with red highlights in the crowd. Tabitha led the way as Wanda looked somewhat disgruntled.

"Hey there girlfriend, what's the matter?" Tabitha smiled as she placed an arm around the older girl.

"Why did you bring me to this place? I don't need a swim suit damn it," Wanda had been learning to control her tempter with Xavier but she had a lot to be angry about. At least she could go in public without causing too much trouble. She even thought of asking for one of those power dampeners just so she could yell and scream to her heart's content and get it out of her.

"What you already got one?" Tabitha asked the other girl. Wanda didn't answer as she looked away, almost like she was embarrassed about something but she wasn't going to let anyone know. "Oh come on, what's the matter?"

"It's nothing!" Wanda snapped as she tried to walk away.

Rogue was wondering what could possibly be the problem, besides the usual with the girl. She thought about it, the girl had been locked up for years ever since she had been a kid. She wasn't sure what her life had been before it, as Wanda never talked about herself. Then she really thought about it, being with Peter showed just what you could do when you put your mind to things. After thinking about it, something came to mind.

She walked over to the other girl and leaned in close to ask something in a hushed tone. "Wanda, do ya not know how ta swim?"

The reaction from Wanda was all that Rogue needed to know.

"Oh is that all?" Tabitha laughed, "Wanda did you know that Ray and myself hadn't known how to swim before joining the mansion?"

Wanda looked surprised at that, "What?"

"Yeah Ray's parents were exactly too great, hell mind either. Not like they took us city kids to places like the beach or swimming pools. We only learned thanks to Xavier, if you want I can help to teach you."

"She's right, hell ah only knew the basics. Ah didn't even know CPR, although at the tahme it was kind of pointless for meh," Rogue muttered that last bit. That had been back when she still couldn't control her powers. What was the point of learning CPR when she couldn't touch the person? At least now she could use that knowledge for something.

Wanda looked down unable to meet their eyes, she was still feeling a bit like an outsider in the mansion. She wasn't used to trusting people or being around people. She had spent so much time alone that being around others just felt nearly unnatural to her. But she was slowly learning, mainly thanks to Tabitha, the first real friend she had made. Slow, in thanks to Tabitha, she had been learning to make more friends.

"Come on, pick out something cute and we'll start today," Tabitha told her as she nearly dragged the girl back.

Meanwhile in another store in a similar section, Kitty and Jean were also paired up at they were looking through things for a new suit. Mainly because now they weren't single and wanted to show a bit off, but not much. Kitty wanted something that wasn't just a one piece, her old suit looked too 'child like' for her. Jean just needed a new one as Tabitha had borrowed hers and forgot to give it back. Since the summer had been over Jean had just forgot about it, but with Tabitha leaving she had lent it out and it ended up either being lost or destroyed in the mansion.

"I can't pick, do you think the blue one is better or the pink one?" Kitty asked holding up two different ones. "I mean the pink is so totally cute but I like think it shows a bit too much, but the blue is sensible and the color looks better on me."

Jean looked at the two of the suits, the pink did show a lot more than Kitty's old one piece. "Well would you feel comfortable in that pink one? I mean Lance isn't the only one that will see you in it."

Kitty blushed at that, it was true that she and Lance had gotten close lately. Ever since he defected from the Brotherhood with Wanda and Tabitha things between them hadn't been as strained. Sure Lance clashed with the others at times, mainly with Scott. Jean called it Alpha Male Syndrome, it just looked like Lance and Scott would never totally see eye to eye. But was she comfortable with others seeing her with so much skin exposed, that was the real question.

She sighed as she weighed the pros and cons of it then noticed what Jean was looking at. One was a daring red one piece that was totally backless another was a yellow string bikini. "You aren't seriously getting those are you?"

"What, what's wrong with them?" Jean looking back at them worried that maybe there was something wrong with them.

"They're a little more daring then what you like, used to wear." Kitty laughed remembering how Jean went for stylish but nothing proactive. She was always dressed sensibly and always the prime and proper Jean Grey.

Jean frown, yet again someone was pointing out things about her. So she was more sensible for her age, so what? People kept saying how she wasn't spontaneous or daring or, well a lot of things like that. She was actually starting to get sick of it. That was one of the reasons she joined with the others for the whole Siren thing. Granted their reasons were less than noble, that was the reason why Peter could still go out as Spider-Man and not be a hypocrite. He had been doing that before he joined the X-Men, and his reasons weren't simple for a rush or a good time either. Sure they had done some good but they got cocky and over confident. Sooner or later they would have messed up big time.

But that short time had been very intense for her, she hadn't felt that alive in, well ever. Sure she gave it up but still, it had shown her that maybe she should let go at times. After all you were only young once, what was she going to do when she was thirty? Be exactly the same? Plus it was also that slight impulsiveness that made her open up and take things with Scott to a whole new level.

She felt her face heat up slightly at remembering that night, she would always remember that night. Ever since then she and Scott had been a stronger couple, even feeling more comfortable around each other. She felt beautiful when Scott looked at her, because she could feel the emotions coming off of him when she was around. Normally she shut out emotions and thoughts but with Scott they were like a warm embrace. She had been feeling more secure in her looks and she also wanted to look good for Scott.

"There's nothing wrong with this, I just wanted a change is all." Jean told her.

Kitty smirked as she had seen how Jean and Scott where lately. They had been very close for some reasons, she just figured that whole kidnapping thing had really scared them both into being more open with each other. Although they were the same old Jean and Scott, she as well as everyone else, had seen the two holding hands a lot, once Kitty saw Jean sitting on Scott's lap in his car, and they were even somewhat affectionate in public. It was a change to how they used to be, sure they had been a couple but they hadn't been as open as they had been.

Little did Kitty know of just how open the two had become.

"Well I like, think those are a bit too brave for you," Kitty joked as she decided on the blue number. "No offence but we all know you'd never do anything too outrageous." Kitty left to pay for her purchase leaving Jean slightly fuming.

'_So they think that I can't be outrageous huh?'_ Jean looked at the yellow one and took that. _'I'll show them.'_

**-Unknown Location-**

Back in the mysterious lair, large monitors were playing non-stop images of Spider-Man. The pictures would pause as mathematic measurements were taken of Spider-Man's body movements. Everything was being taken into account into the revenge that was planned. The figure who was the mastermind of everything here was currently working on the finishing touches on his latest creation. He was making last minute adjustments and after months of work and planning things were finally coming together.

"Soon, you will know my revenge Spider-Man. You took from me everything, so I will do the same to you. They say you are a hero, well soon you will know what it is like to be the villain. Soon you will suffer the slings and arrows, you will have the public that adore you turn against you. It will be a grand show for the world to see."

"Once all the actors have been lined up that is, then the greatest show of them all will be seen. And as the director of this little piece, you will fall to my genius. The fall of Spider-Man, it has a certain ring to it. Oh the immortal Bard had it right, 'all the world is a stage', and if he lived in this time he would have no idea just how true those words are." The man laughed as he continued his work.

"I'm just you're friendly neighbourhood Spider-Man." Said the first ever recording of Spider-Man's voice. It had also been from the time he was seen on camera as well.

"Not for long," the man said as he finished his work. He took a computer wire and inserted it into his latest creation.

"I'm just you're friendly neighbourhood Spider-Man."

"_I'mmmm juzstt you're friendly neighbour'ood Spider-aan."_ An electronic voice suddenly said from the machine that the man had been working on. He frowned as he started to connect a laptop and started up a program. He spent the next few minutes making adjustments to it. Then he played the line again as it fed into his device. Soon it was repeated a bit better but it still wasn't close enough.

He ran a program as two different graphs were on the computer, one was the voice of Spider-Man, the other was of the other voice. Time and time again he would play the original and then try to match the voice. It wasn't as easy as it looked like in the movies it actually took time to carefully match a voice so there would be no distinction. His work needed to be perfect there could be no flaws in it.

It took a very long time and it was hard work but eventually when the first voice was said, it was repeated perfectly. Now that he got the right settings, it was time to start putting in the vocabulary. The man took a microphone as he started to recite random words, and then certain sentences that would help his creation speak in a fluid motion. There was some halting in the speech, a little more work on that should fix that problem up in no time. He was still getting closer now, once he got this done and all the movements were finished being programmed into it, he would start it on the main testing. Once that was finished, the first start of his plan would start to take off.

Now the only question was where to implement his plan, he could use Manhattan as he had been seen there but only at night mostly for some strange reason. And only weekends, this led him to believed that he was in fact based in Bayville. Although there had been sightings between there and Manhattan, it was mostly in either city that he had been seen the most. So Bayville it was, he would see if he could draw out his prey and then the trap would be sprung.

At least the first trap, if it failed then maybe all the better. He wouldn't be able to have his fun if Spider-Man died too quickly. Plus once he got this working, making more would be far simpler with the programs and designs to fall back on. In just a few more days he would have everything ready he was certain of it.

"Enjoy yourself while you can, Spider-Man. Because when I'm done with you, you won't know up from down." The man laughed as the device started to speak in perfect human imitation now.

**Next up chapter 4: Show Time**

Okay I think I gave enough hints as to who the new villain is, at least I hope you got the idea of who he is and what's going to happen. Sorry if it's a bit shorter than the last chapter, next one I hope to make longer.


	4. Show Time

**Sensational Spider-X**

**Chapter 4: Show Time**

By the time everyone knew it, the final day for Rahne and Jubilee. Although it was a sad day, no one wanted to dwell on it. In fact they were going to have the most fun they could have, they wanted the last day together to really mean something for everyone. There had been enough gloom over the mansion, now it was time to have fun. Everyone helped to set up the party by the pool, by eleven everything was set up and people were having fun.

A few were playing in the pool while others were mostly on the side. One of the girls that were leaving, Jubilee, was with Tabitha and Amara as they watched the others. Jubilee sighed as she watched everyone having fun. "Man, I'm so going to miss this place."

"Yeah I did when I left for that bit," Tabitha said looking around. "But hey, at least you're going out better than I did."

"Yeah running away in the middle of the night wasn't exactly smart," the younger girl said with a smirk.

"Hey, cheap shot," Tabitha sniffed as she looked away.

"Sorry, just still pissed at the whole thing," Jubilee apologised. That was true, she really didn't want to leave, back home she only had a few friends. She lost a few when she had to admit to being a mutant after Xavier's school was exposed. She wasn't looking forward to going home and dealing with all of that. Sure she did miss her parents and the few true friends she had, but she would have no real place where she could be herself. She would have to hide her abilities or at least not use them around large groups. Then there was dealing with the school over there, at least here she had fellow mutants she could lean on.

"I'm just glad my people don't have TV," Amara sighed, "I can only image what my parents would think if they knew everything going on." Amara even though a princess still had to follow the rules of her parents the kind and queen. So in the letters that got sent by Blackbird or whatever other means. She told them everything she could, although she might have edited a few things to keep her parents from being worried. No one in Nova Roma had ever gone this far away from the small kingdom, so of course they had worried. But then again, when your only daughter bursts into flames and could set fire to anything you knew that she needed help.

"This from the girl that nearly melted the TV when she first saw it," Jubilee smirked.

Amara blushed at the reminder. "There was a horror movie on! I thought it was going to kill me like those other teenagers!"

Now Tabitha was rolling with laughter, she hadn't been here yet when that had happened but it was still a funny story. Poor Amara had never watched another horror movie after that.

"Still, I spent most of the remaining time here just doing everything off a list I made." Jubilee told them how she created a list of things to do before she left. She had done most of them but a few were a bit unrealistic. One had been to fly the X-Jet but her piloting skills weren't anywhere near for Logan to let her try flying out of the simulator. But for the most, she had crossed off most of it.

"So what do you have left?" Tabitha asked interested now.

"Well...mostly it's stupid things," Jubilee told them. "Although one is something I kind of wanted to do for awhile now."

"What's that?" This time Amara asked.

"I never got to kiss a boy yet," Jubilee looked over everyone. "I mean just once you know? Hell we already got a few couples already and I kind of feel jealous of them at times. Hell, even Spyder who is way younger than me already has done that."

"It's not all that great," Tabitha shrugged it off, mainly because the only guys she had really kissed had been jerks. "Although I do kind of wish I had kissed Kurt before I left."

"Kurt?" Amara and Jubilee said surprised at this.

"What? He's a great guy and before I left I had been having a lot of fun with him," She remembered that little date of theirs to the amusement park. She didn't mind how he looked; in fact she thought he looked pretty cool. Plus that accent was kind of sexy, and he was such a sweat guy. "Sometimes I think I should have gone for it while I had a chance, but Amanda seemed to have been smarter than me in that. Just goes to figure, the one good guy I find I don't take him. Why do I end up with the jerks?"

"Well the boys here are a lot better than Max at least," Amara said which Tabitha did nod too.

"So who'd you lock lips with if you could?" Tabitha asked around. "I guess I already said mine."

"I don't know..." Amara felt a little embarrassed talking about this. "I've thought about it but it's kind of hard. Scott is older and nice, but he's a little too uptight at times."

"Plus Jean would fry your mind if you tried something," Jubilee laughed. "But yeah he's got to be near the top of the list. It's that whole older guy thing, and then you get guys like Kurt and Peter who are the typical nice guys."

"And both taken," Tabitha grinned. "Ray is okay if a bit of a hot head, Roberto is pretty hot but a little too full of himself."

"I think Bobby would be nice," Jubilee told them as she thought about it. "He knows how to have a good time and might not make something out of it."

"Yeah if you were going to go out with a kiss, might want to make it with a boy that won't think things too deeply. That could get really ugly when you left," Tabitha said as she saw Bobby with a few of the guys talking and joking around. "So why not go for it? Hell, it will cross off your list and just the expression on his face would be so worth it."

Jubilee thought about it, Bobby was a nice choice. He was single, good looking, and wouldn't cling to her after it. Plus she did kind of like him, he was fun to hang out and be around with. So in the end she figured why the hell not, who knew if she would ever see anyone here again. She stood up as she casually walked over to the boys, leaving both Tabitha and Amara surprised.

"I didn't think she would do it," Tabitha pulled off her shades looking.

"Think she'll chicken out?" Amara asked.

"Not sure, well she's going up to them." Tabitha ran commentary as they watched. By now a few others were noticing it, although not many too mind of it by now. "She's interrupted the boys, she saying something to Bobby, and he looks a little confused, poor guy. He has no idea what's coming, and she's going up pretty close. Now her hands are on his shoulders and...There you go!"

Jubilee gave Bobby a kiss right on the lips to the surprise of everyone, after a moment a few boys were cheering it on as Bobby was stunned. Jubilee pulled back with a smirk as she said something to him, he nodded dumbly as he rubbed the back of his head and Jubilee walked back. She just sat down like nothing had happened.

"Well?" Amara asked.

"That was nice," Jubilee said pulling on her shades.

Rahne had seen what Jubilee and Bobby had done and she felt a bit envious of that. She never could just go up to some boy and do that, at least not normally. And there was someone she liked, for awhile now actually. She cast a look to Roberto who was joking along with Ray about what just happened with Bobby. The tall Brazilian boy was very handsome; in fact she really thought he was one of the best looking guys she had seen. The only thing was that she was kind of too shy to try anything after all she had thought there would be plenty of time to see if he might feel the same.

At least that was what she had thought, now she was leaving and she had no idea if she would see anyone else ever again.

'_Damn it, why do I have to be like this? It's my last day and if she can find the courage then I need to as well,'_ Rahne told herself as she got up. But there was no way she could do it in public, she would just die from embarrassment. She noticed that Roberto walked off near the corner of the mansion, she could pull him off out of sight if she got there fast enough. She made her way over, her heart hammering in her chest the entire way but somehow she made it to him.

"Hey Roberto, can I talk to ye?" She asked him a bit shyly.

"Sure what is it?" He asked her.

"Um...it's kind of private," she led him out of sight and she couldn't believe she was going to do this. But if she let this chance slip, she knew that she would be kicking herself for who knew how long. Sometimes making a fool of yourself was better than living with regret. She wasn't sure how to go about this but she found the words somehow.

"Well, you know that I'm leaving soon," Of course he knew, she chided herself but went on. "Well there is one thing that I've always wanted to do and I want to do it before it's too late." Also she wanted to get this over with before her nerves ran out as well and she changed her mind.

"Yeah I do," He moved a little closer to the girl. He had a feeling what was going on given what had happened with Jubilee and Bobby. Truth was, he did find the Scottish girl cute. He liked her accent and he had never seen a girl with red hair and green eyes like hers before. Well there was Jean too but she was too old for him and out of his league.

Rahne felt her face heat up when he moved in closer, "W-well I saw what Jubilee did and...well..."

"I think I know what you want, you sure about this?" Roberto asked her although he had a feeling she might need a bit of help with this. When she nodded her head he took the lead as he leaned down slightly. Rahne could feel his hot breath on her skin before his lips touched hers, it was like getting a static shock to her body. She closed her eyes as she just let her body go with it, as she closed her eyes and tried to take the moment and burn it into her mind. She might never see any of them again in the flesh, if she did it might be for a very long time so she wanted to have this memory to take with her.

**-Front Entrance-**

Xavier was with May Parker as they waited for the reporter to show up. Xavier was his usual calm self but May was a bundle of nerves. How he managed to pull off that serene look, she envied that ability. She steadied herself, with Ororo looking after the children with Logan she was the only person to help with the reporter. Hank would be a bit much at first, and while she could have changed places with Logan, it was thought that he wasn't the best for a PR job. Plus Xavier felt that if they showed how a human was living and working alongside mutants it would help to show what Xavier had been saying all along.

Soon a van pulled up with the name of the news channel, when it came to a stop a women with blonde hair in a business suit stepped out first. She looked the place over as another man opened the driver's side opened and a man, slightly short with a jean's jacket and red ball cap went to open the side door. The blond walked right up to Xavier with a huge smile on her face.

"Hello there, I take it you're Charles Xavier?" Tilby asked the man in the wheelchair. It was more of a formality, after all how many bald mutants in wheelchairs were there?

"Yes I am, you can call me Charles and this is May Parker. She's one of the adults that help out around here." Xavier introduced them.

"Thanks, you can call me Trish and thanks for doing this. That's my camera man...uh...hold on," Trish looked over her shoulder before yelled to the man. "Hey camera guy, what was your name again?"

"Dave."

"Ah, Dave then." Trish didn't know much of the other guy, she might have worked a few times with him but honestly she couldn't remember the little things like that. "Anyways, I asked for someone that wasn't against the whole mutant thing, I can tell you I didn't want one of my greatest interviews to get wasted because of some moron's views."

In fact she told the editor if the camera man did mess this up she would walk, there were plenty of other places to work and she was good at her job. Besides, even the editor knew that this was big for the station. The first ever interview inside of the Xavier's was a journalism gold mine. Plus if she did a good job, Trish felt she could write her own ticket for awhile after this was done.

"Well now let's set up shall we?" Trish offered as they were all led into the library. Trish was seated across from them as the camera man set up, he gave a thumbs up from when he was ready.

"Well then, I'm sure there is plenty that people want to know and what you want them to know," Trish started off. "First off what exactly is this place in your own words?"

Xavier smiled at her before starting, "I turned my family home into a school of sorts, when it says gifted out in the front, that is what I view the mutant gene. A gift, and I made it my life's work to help mutants not only accept themselves but for society as well. Some come to me with problems with their powers, sometimes they can't control it. A few students of mine have that problem but with time solutions were created to help them."

"So some powers can't be controlled?" Trish and she doubted the world knew of this.

"Unfortunately even nature can't make things perfect," Xavier spread his hands. "Sometimes it can be very difficult and even painful for those that are having trouble with their powers. It can harm them just as much as those around them if they have no control. One of the things we do here is help to train young mutants in their abilities to learn to control them and to learn how to use them and how not to use them."

"How not to use them?" Trish asked.

"Yes, I try to teach restraint above all. It would be too easy to lash out with their powers or misuse them for their own gain. It's far too tempting at times and I try to help to teach them morals with their powers basically." Xavier told her.

"Well that's fascinating, but do you really think that humans and mutants can get along?"

Xavier smiled, he had been waiting for this opening. "Why don't you ask May here, she is in fact fully human."

Trish looked to May Parker surprised, "So you're as human as I am?"

May felt a little flustered to be put on camera but she steeled herself well, "Of course, I'm here because my nephew is a part of this place. We're the only family each other has and he didn't want to leave me all alone. Since my husband died, things had been hard on us. But working here with Xavier and the children has been a blessing. The children here are good people and some even come from broken homes. Despite what they can do, I've been watching and helping to care for them and I can say this."

"No matter what a person's genetics are, these are still teenagers with the same problems and issues that everyone else deals with. Despite whatever powers they have, they are just like everyone else."

Xavier couldn't have said it better himself, plus coming from a human woman with such an honest face and look he was sure her words would touch at least some of the people that would watch this. The rest of this part of the interview went very well and soon after it was time to show her around the mansion.

**-Basement-**

Peter looked around, if things were going to go well now was the time to start things off. He really did hope this plan would work out. First was to explain away the whole Spider-X thing, that had been easy thanks to the Danger Room. Then it was a simple matter of showing himself around, slipping out as he made sure that Spider-Man was scene at the same time when he was in another place. With this people would think that Spider-Man had nothing to do here, and that would clear up a bunch of things. Although it was true that he would had to claim to be a 'mutant' but he would have to do that anyway.

There was just no way for people to not think that only teenage here was human. At any rate, Xavier gave him a heads up that the reporter was on the way so now it was time to activate plan 'Get his ass out of this Sling', well that's what he liked to call it.

He picked up something he had been working on as he made his way through the lower levels. Thankfully Xavier wouldn't show her the Danger Room or the hanger. Only the medical areas and a few other things, people knew that something was under the mansion. This would only show a place to help study and treat mutants. So by showing off a little it might help make people think they had nothing else here. Then again the more paranoid people would think they had a lot more around here even if they did show off everything.

Peter had the first piece of the puzzle slung over his shoulder as he made his way to a small lab area used for mechanical things.

Trish was currently looking around with that others, "I have to say that this place seems very sci-fi to me. It looks more like a military bunker."

Xavier smiled, "I know, the students have made that joke as well. The walls are reinforced metal for several reasons. The weight of the mansion above makes for simple construction out of the question, also it's simpler to take the metal plates off to get at the wirings behind it. It's also easier to keep out water and other things. The other reason is to give the students a safe place in case the mansion was compromised like it had been."

Trish nodded her head, "Oh yes, someone actually attacked the mansion."

Now Xavier looked a lot more serious as his smile left his face. "That is true, in fact this happened before the world knew of us. Now that we have been shown to the world, a part of me is worried that more attacks might happen. In fact that same fear is the reason two students are leaving soon, their parents wanted to keep a closer eye on their children."

"I would think a bomb shelter would be more protection than they could," Trish shrugged. Then she noticed something down the hall at a T section. It looked like a boy carrying a body dressed in black. "Hey what the hell is that!? Hey you, boy!"

Trish was already off running, the camera man only paused for a second before taking off the reporter leaving the other two behind. Xavier was hopeful that this would work out, as this whole affair was several gambles in one. Trish caught up to the boy and she knew that body, it was in the news with that Juggernaut guy. The one that had powers similar to that Spider-Man guy that was making the news, in fact many were thinking there was a link between the two.

Peter did his best to look surprised as the woman came up to him. "Uh...can I help you?"

"Yes, what are you doing carrying that person around? Is there something wrong with him? Can he talk there are lots of questions that the world, and myself, need to ask of him." Trish asked in rapid fire progression.

"Well he can't really talk at the moment, he's powered down." Peter told her seeing the concussed look on his face he saw Xavier and May coming up to them as it was all being filmed. "Hey Professor, is it okay to explain this whole thing now?"

"Of course," Xavier nodded. "This was another idea to bring you down here Trish. There have been some rumors about us and we wanted to straighten out as many as we could. The whole Spider-Man thing is one of them, Peter if you will."

Peter put down Spider-X against a wall as he fiddled with something and the face actually came off. To the surprise of the news people it was a robot under it all. "You see this was originally a training dummy, but we've been experimenting on making a backup unit just in case. And well, I admit there is a bit of a Spider-Man reference. See, I'm from Queens and I heard all about some spider guy going around. I thought it was pretty cool so I thought to design the robot around it."

Although this was all lies, what Peter had done was that he did take one of the robot duplicates of the team. When he first saw them in one of the supply rooms it had freaked him out. Especially seeing a robot version of Rogue, apparently it had been used when she had still been with the Brotherhood. Sometimes they were used to give confusion to the team members in simulations, or act as Mystique in their forms, plus for rescue simulations. Those kinds of simulations were if they didn't get there on time the hostage would end up in a fatal mess. So when Peter found the room this was when the plan started to come together for him. He fixed up one that was to look like him, it hadn't been finished but all he needed was mainly cosmetic touches.

"So wait, are you saying that you have a robot on your little team?" Trish asked Xavier. "And this boy built it?"

"Well it's a prototype," Peter offered the woman. "And I only helped, it was a team effort with Mr. McCoy and someone else who helped out."

"Really? Wow, when I was your age I couldn't even figure out how to change a tire." Although she still didn't but that was beside the point as she went into all kinds of questions.

**-Later-**

Rogue sighed as she was reading a book by the pool, she was sitting on a chair by a table with an umbrella, a nice cold drink with her. She was waiting for whatever it was that Peter was working on. He said he had to set up something for that reporter that was looking around. Although she understood what he was doing, he was taking too damn long and she was getting annoyed. Plus this was a party and he was missing out. She looked at the watch on her wrist and scowled, if he wasn't out here in twenty minutes she was going in to drag his ass out.

That was one of the problems with Peter, whenever he got into his work it would consume his time. She had seen him working on something technical for hours without realising how long it had been. She told him to take breaks now and then but he kept on forgetting. It was an annoying habit of his, that and commenting through TV or movies. She just liked to watch and she had to give him an elbow in the side to get him to be quiet. Thankfully at movie theatres he didn't talk.

But despite any flaws there was a lot of good points that offset them, hell she knew that she wasn't perfect either. She turned the page when she heard someone walking up to her, she turned her head and saw that Peter finally showed up. "About tahme you showed up."

"Yeah sorry about that, had to give that reporter a scoop and man she just kept asking question after question. Took me forever to get rid of her," Peter sighed as he sat down next to her. "You're not getting any sun?"

"Ah need ta take it easy or ah'll burn," Rogue sighed to herself. Years of living inside made her skin very pale. Hence one of the reasons she went goth, but the problem was that her skin wasn't used to sunlight. Plus the fact who ever saw a tanned goth? She still wanted to be that but it wasn't too easy, she wanted to enjoy the sunlight but she made her choices.

Peter then took notice of her outfit, he had to admit he couldn't help but look. It showed lots more skin then she normally did but also was a modest design. Still, he tried to fight off the mental imagery of what was under that suit. Last thing he needed to get excited in a bathing suit. Rogue cast a look and caught him looking, she smirked to herself. Well at least he noticed that about her, so that was a point in his favour. She return the look, Peter had that kind of slim build but with some muscles that showed some strength. Although he could literally pick up a car over his head, she felt herself heat up from something other than the weather. She tried to fight a blush as they began to relax.

"So, I miss anything?" Peter asked

Rogue smiled pointing out Jubilee, "Apparently little miss LA over there gave Bobby one heck of a going away gift." She saw the confused look on Peter's face so she explained it all.

"Oh man I missed that? That just sucks, missed out on most likely the most entertaining thing we'd see." Peter shook his head with a smile. He couldn't believe that had happened, looking at Bobby though the guy did seem to be gloating a bit over kissing one of the girls.

After spending some time with Rogue, Peter went to find his partner in the next phase of the plan. He was sure that he was seen on camera but to really sell it, he had to be seen in two places as once. Hence why he needed to be seen by the reporter here, so then she could claim that everyone was here, while Spider-Man was scene in town. Peter went looking and found Kurt with Amanda who had joined in the party. She wanted to say goodbye to the girls as well, as she had gotten to know them well over the past couple of months.

"Hey Kurt can I see you for a second?" Peter asked the boy. They had gone over the plan before as Kurt was the best person for this job.

"Sure, I'll be back in a bit," Kurt told his girlfriend as the two walked off. Kurt was had his hologram on, as he really didn't feel comfortable showing his real form with a camera crew around. The reporter had already gone up to the two of them and he felt a bit embarrassed as he explained how he was a mutant dating a normal human girl. He sighed knowing that Amanda had pretty much publicly stated she was pro-mutant and dating one. But she never once gave a hint of being concerned about it, it was that kind of unflinching acceptance of him and their relationship that really made him love that girl.

Plus she was beautiful on the inside just as she was on the outside.

As soon as they were out of sight, Kurt teleported up into the living quarters as Peter looked around. "Okay, let me get changed and in five minutes port into my room. I'll give you the device that Forge made to help you pass as me. Is the new hologram program working?"

Kurt held up his watch as he pressed the controls, his image phased into a an exact copy of Peter. "Tried it out earlier, man zhis is so veird. But you sure zhat device of Forge vill make me sound like you? I mean if I look like zhis and sound like me, your plan vill not really work if I have to talk."

"Trust me it will work buddy," Peter smirked.

Ten minutes later, Peter had changed and Kurt teleported him directly into city. Kurt would come and get him if he needed a quick escape. Now Peter dressed as Spider-Man looked around the city. If there was no major crimes going on then he's just have to put on a bit of a show. Although he usually went out at night, it was really hot in his suit. He could already feel the sweat starting to form as well.

"Damn, mental note start making lighter clothing for summer months," Peter told himself. This suit was great for spring and fall but not for here. He also had to repair the winter one that he made as it had been destroyed in the mansion and he wanted to make sure he had that before it got colder. Peter jumped off the building as he went to put on a show.

Meanwhile back at the mansion Kurt was placing on a collar that Peter had given him. It was pretty light weight as he checked the mirror in his room. His hologram was off so he was in his natural appearance. He adjusted the device so it would be over his voice box and then turned it on.

"Man, this really better work-mother of god!" Kurt shouted out as his voice sounded exactly like Peter's now. "Oh man this is so cool, I wonder if I could get other voices put on this? Well I can ask Forge later, now time for the fuzzy man to put on his acting shoes." Kurt turned his watch on as he now looked like Peter. No one else was told to keep the surprise genuine for everyone if word got back to the mansion. Plus given that the reporter might be called to see if anyone had left while Spider-Man was seen.

With Kurt he could get around fast enough to seem like he was in two places at once. He could be seen as Peter, disappear when no one was looking, change and then appear as himself again. He then teleported into a tree that he knew was near the pool. He got off the tree and saw the reporter there, he walked around pretending to Peter.

As time went on Trish had gone through most of the students, she wasn't sure which ones would make the news in the final cut. There was so much material, hell maybe she could make a multi-part special reports on all of this. Of course not everything could be used, the kids were just that, kids. Some went goofing off for the camera that is until either May would kindly have them stop. Of that harry scary looking man named only Logan growled and they seemed to suddenly stopped. Whoever he was, she had a guess the man was a fan of keeping order by any means.

Then there was that Mr. McCoy, she could have a field day with him. Lost his job because he had to go into hiding, you could put a spin on things about the school not letting him teach because of racial discrimination. Oh that would get a lot of heat going, although she had to admit, despite his looks the man was very intelligence and gentle. He kind of reminded her of the Beast in that tale of Beauty and the Beast. Only he wasn't violent like that character had been but she had to wonder about it. He couldn't go out in public, not being able to do what he loved. It had to be hard.

Just then her mobile phone went off she sighed as she pulled it out and looked at the number. Her editor for some reason was on the line, most likely to check up on her. "Hello Frank what is it?"

She paused as she listened in and then blinked, "Wait hold on, you're saying that reports of Spider-Man just came in and he's doing what?"

"Something the matter?" Xavier asked. He as well as a few others who had been nearby were already listening in when they heard the name Spider-Man. The others however cast a quick look to see Peter already with them. That didn't make sense to the students as to those that heard it knew that Peter was Spider-Man. Rogue herself was getting a drink from the cooler nearby and had overheard that. She was more surprised than anyone at how the hell Peter could be there and in Bayville at the same time.

"Yes," Trish said looking at Xavier while she mentally tried to count everyone she had seen and who was here too. There were rumors that Spider-Man might have ties but she couldn't see anyone missing, well that one kid from Germany, but Spider-Man didn't speak with a German accent. She went back to Xavier's look. "Apparently Spider-Man is currently robbing a store."

**Next up Chapter 5: Will the Real Spider-Man Please Stand Up.**


	5. Will the Real SpiderMan

**Sensational Spider-X**

**Chapter 5: Will the Real Spider-Man Please Stand Up**

In downtown Bayville, while in one of the dinners sat a man that was in his early thirties. He had short brown hair, wearing a collared shirt with the sleeves rolled up and a simple black tie. There was a pair of black old school square glasses on his face as he had just finished up a meal. The dinner was one that looked like it had been built in the sixties, and hadn't changed much over the decades. He was sitting at a table looking out the window.

The man was Ben Urich, a reporter for the Daily Bugle although at the moment he was seriously considering a change to another paper. He was kind of pissed that J. Jonah Jameson had pulled him off his current story for this. Ben had been looking into the reports of this character that had showed up in Hell's Kitchen. From the reports the guy dressed in all red, some called him a devil, others called him a hero. No one had really gotten a good look but Ben had been really looking into it. Police reports that he could get his hands on, testimonies, in fact he was thinking of calling the man Daredevil with some of the things he heard the man do.

But was he there working? No, he was in this city, against his will because his boss wanted a story now and not later. Honestly, did the man have no patience? It was why Ben was in such a foul mood, he was here to either find something more about Spider-Man or the mutants in the city. Like that was going to just happen, because J.J. wanted it to happen. First off the mutants weren't exactly easy to get an interview with them, people had been trying to since their exposure, so why did J.J. think Ben of all people could just magically pull something like this out of a hat?

Because his boss lived in a fantasy world of his own creation, where the sun rose and set on his command, was Ben's thinking. Sure his boss was like a Pit Bull when it came to stories, hence why he ran the paper now, but sometimes the man expected the impossible out of his people.

Although the city wasn't bad for a New England city, it wasn't as old as some cities in the area but it was a decent place. Although given that the place was 'mutant central' as some called it, he could see the beginnings of an all new race segregation. Already some stores had signs that read 'no mutants allowed' on them, or 'humans only'. Plus the various anti-mutant slurs he saw spray painted around certain areas too. He wasn't too surprised; all that work in Hell's Kitchen and in New York in general gave him a deep look into just how sick humans could be. This was actually not too bad considering how bad some neighbourhoods were.

Maybe he could do a piece on this, sure it wouldn't be what his boss wanted but something was better than nothing. Of course he didn't like to do political pieces, he hated the e-mails of the small minded people that fluted his desk the last time he did that. Reading those always led him to think that American's teaching standards had gone too downhill to have people that ignorant in the world. Or maybe it was a personal choice, to just close your eyes and cover your ears ranting your own mantra at the top of your lungs while the world moved on around you. He really needed a smoke now. Looking around he didn't see any smoking section and with all the new laws, it was just harder to be a smoker these days. So after paying for his meal he went outside and lit up.

That fresh feel of the tobacco smoke filling his lungs eased his nerves, sure he might get lung cancer but hell, and lung cancer was the least of his worries. After all he had a deadline coming up and for a reporter that was a fate worse than death. He walked on, wishing it wasn't so damn hot, he would have liked to have his coat, and he loved that coat of his. But walking around with that bulky thing in the summer he would drop from heat exhaustion in an hour.

He was currently thinking of an angle for a story that might get JJ off his back, at least for a bit. Ben wasn't even aware of where he was walking or that he had entered the high end downtown area of the city. It was a bit more urban than most of the city as this was where a lot of high end shops had set up. You could find banks, jewellery stores, fashion stores and other such things. It wasn't like what you'd find in say Manhattan but it was this city's version of it. So when the large glass window of the store in front of him suddenly burst out, sending glass everywhere it was unexpected.

Ben Uric fell onto his ass with a curse as he quickly checked to make sure no glass had hit him, he had been lucky, a few more feet forward and he would have most likely had gotten a few large shards sticking into him. He looked up to see what was going on, first through was a bomb, but he didn't think there had been an actual explosion. But standing there looking around was a male with a slim build in a red and blue costume. It had a familiar black web pattern and everyone knew the costume of Spider-Man.

Although Ben hadn't thought to actually meet the guy, or see him holding what apparently was the contents of the jewel store that Spider-Man had just jumped out of. Ben could hear yelling and a quick look inside he saw glass cases that were busted open. Ben's brain tried to catch up to everything he was seeing, everything was happening so fast but years of being a hard hitting reporter started to kick in.

'No time to think Ben, get up, get moving and take stock of the situation,' He thought to himself as he willing his body to move. 'Okay…so this looks like a robbery but Spider-Man? I thought he was a hero, focus, stay objective.'

He saw Spider-Man jump up onto a car and then use that to get a bit more air as he jumped again. A web line shot out as he started to make a run for it, a few of the store owners came out yelling at the costumed man. Ben knew he really had a story now, and one that JJ would love to have. He also knew that he couldn't let this story get away, he made a quick mental note of where he was and the story, he would come back here later for the story from the perspective of the store workers after the police asked them what happened.

First thing he needed was transportation, he wasn't sure what god was smiling on him but he saw a cab that was sitting idle across the street. He ran across the street avoiding cars as he went, one stopped just in time from running him over. He heard the driver yelling something that he was sure was less than complimentary at him, but he ignored it. He jumped into the cab startling the driver.

"You see that guy on the webs swinging away?" Ben pointed in front of them, yet another lucky break the cab was facing the same direction Spider-Man was taking. If it had been on the opposite side of the street this might not have worked out with the traffic was it was.

"Yeah so?"

"Follow that man," Ben said as he saw the look he was getting from the driver. "Look I know it sounds like a line from a stupid movie but I'll pay double your fee if you can keep up with him."

"Fine with me then," the cab driver wasn't sure what was going on. He heard something happen but couldn't get a clear line of sight of what was going on. Anyway, if this crazy wanted to pay him double for following that Spider-Man guy around he wasn't going to argue. This town had been getting stranger and stranger since those mutants were exposed. Strange sightings and events, those Bayville Sirens that showed up for a time, Spider-Man and all of it, it was just getting crazier by the day here it seemed. He was seriously thinking of transferring to New York, at least the crazy there was the normal kind you see every day not stuff like this.

**-Peter, 5 minutes before-**

Peter was really starting to sweat up a storm in his costume, the thing was just too thick for summer. He felt like he was going to drop dead with this heat, and not for the first time he cursed himself for planning for everything but this. It was always the little things that people forgot, you'd think years of TV mysteries would have shown him that, especially Colombo. Well he couldn't really do anything about it, he did buy a bottle of water from a street vendor. That was kind of awkward for the both of them as he was still in costume at the time. Thankfully there hadn't been too many people around but he bet the man had called up everyone he knew and a buzz would already be moving through the city.

But he still needed something more, something to really show that while Spider-Man was here, 'Peter Parker' was still at the mansion. Or at least if anyone said that Peter Parker and Spider-Man were the same he could just point to the video and say "How can you say that? That's clearly me there at a pool party with many witnesses. Defence rest."

He was starting to think all the criminals in the city were inside keeping cool and no major disasters. Not that he wanted to come across yet another building fire, in this heat that would be just too nasty to go into one of those with his thick suit. Something simple would really work out, someone falling from a building, maybe an out of control car, something that would really get the media attention. He had to laugh at that, he spent most of his time avoiding media attention and here he was trying to get it, the irony wasn't lost on him.

'_Man maybe I should call it quits,'_ Peter debated as he continued on his patrol of the city. _'I mean I think I've been seen by enough people and I really want to hit the pool again. Hell I want to see Rogue in that swimsuit again.'_

Already he was feeling slightly hotter now thinking of his hot goth girlfriend in that suit. Which led to his mind thinking to what was under it as well as everything else about her. He had to admit that she had a very unique and sexy look to him. The whole goth thing was kind of a turn on, plus that white streak in her hair certainly made her stand out. Those green eyes were nice, the full lips of purple lipstick, the way she tasted when they kissed, her pale skin which was very soft and then his mind went into the more adult images.

'_Whoa don't go there Peter,'_ He yelled in his mind. _'Last thing we need is for people to see Spider-Man swinging around the city sporting a woody. People will think I'm some kind of pervert and I don't need that wrap. I guess it's true, boys do think a lot on sex. But it's not like I can't help it, I mean I'm eighteen with a sexy girlfriend who I have sex with…okay so only twice but man now I see what the big fuss is about.'_

He tried not to follow his mind back into the gutter but it was hard, teenage hormones were hard to keep in track.

'_Okay think unsexy thoughts…uh…Beast in a thong…no that doesn't work he wears those short things as a uniform all the time, it's basically the same thing…okay Logan in that, oh man that's bad. Okay how about, Xavier and Aunt May necking-Oh man that's too far!'_ Peter nearly lost his grip on his webbing while in mid swing with that mental image.

'_Why did I think that up, I think I just lost all sexual urges for three months with that,'_ it wasn't that he was technically against such a thing. He just didn't need to see for something like that to happen. She was his only family and it was just…gross. It was like watching your parents make out. Although he had thought he got some vibes coming off them but he could be mistaken. She might still be in mourning for Uncle Ben after all but she did spend a lot of time with Xavier.

He was pulled out of his thoughts by the sounds of police sirens, finally some type of action he figured. He followed the sounds and soon saw a few cop cars making their way through the traffic at best speed towards something. He had no idea what was up but it might be major, he hoped it wasn't too bad. Sure he wanted action to get noticed but he wasn't going to wish for people to be in serious danger because of his personal crisis with keeping his identity secret. He saw the cops make a left turn and he did the same. She swung in a wide arc as his spider-sense went off.

He was caught off guard as there wasn't much that would set that off while he was in mid air just traveling. He soon found out what had set it off as he rounded the corner and nearly slammed into, well himself. Time seemed to slow down for Peter as he saw something that looked just like him, or well dressed like Spider-Man passing by him.

When they passed by each other time seemed to go back to normal as he landed on a building totally stunned by what he had seen.

"Okay I know I don't have a twin so what the hell is going on here? And I knew I should have gotten 'Spider-Man' copyrighted." He chased after the imposter as he tried to think of what exactly was going on. The closest thing he could think of was a shape shifter, couldn't be Mystique as this guy was firing webs and from what he knew Mystique couldn't copy things like that. At least he hoped not, it wasn't a super power for him with his web shooters but there was no way she could copy the formula that he used to make it.

Still, shape shifter was at the top of his list of who or what that was he was trying to chase down. The down side was that this guy was just as fast as he was. Peter tried to catch up but the other guy was one step ahead of him while they were making their way through Bayville. Peter wasn't sure where this guy was going but thankfully Peter had spent enough time in this city to really know how the place was laid out. The imposter was heading for a T-section with a short cut either way, that is unless this guy went forward over the building. Thankfully for Peter the imposter took the left, whoever he was this guy was keeping to the streets for some reason.

"Oh I got you now," Peter said as he made a hard left, he swung himself between a small gap between two buildings. It's wasn't much to move through but he was used to this kind of stuff by now. He kicked off the side of one of the buildings to give himself a bit more momentum, thankfully he managed to time it right as he shot out of the narrow passage and into the fake him. The left road Peter knew only went one way so if the fake Spider-Man had kept to the streets like before he would have taken the road along its path.

Peter grabbed onto the other him as they landed onto the roof top of a smaller building. Peter rolled as they landed and looked to see the other guy was already getting back up. He also noticed what the other him had been carrying all this time. Peter hadn't had a chance to get a good look at it before, but seeing all the expensive items laying around he had a pretty good idea what was going on now.

"You better have a recipe for all of that," Peter said getting ready for a fight. "Just who are you anyway?"

"Just your friendly neighbourhood Spider-Man," the other said.

It had been an exact copy of his voice, which was pretty creepy for Peter. "Okay first off, I'm Spider-man and quit stealing my lines."

"You quit stealing my lines," the other said back.

"Knock that off."

"You knock that off."

"No you-what am I doing?" Spider-Man asked himself feeling like he was having an argument with a five year old. "You know what, let's skip the playful banter just this once."

Peter launched himself at the other Spider-Man, although he was surprised when the other guy bent all the way back while still standing. It was a limbo champion's dream move and something Peter hadn't expected. He wasn't even sure he could have pulled that off, although he was going to try that later if he remembered. He jumped off the ground and tried to fire his webs at the other. One web line missed but the other snagged him in the foot.

"There let's see you move now," Peter smirked but it fell when the other guy lifted his foot to the point that a piece of the roof that was stuck to the webbing was ripped off. "Okay, got to remember to stop saying things like that."

"My turn," the other said firing his own web lines.

Peter managed to dodge them leaping into the air but when the fake fired again he felt one snag his side. The fake seemed to be just as fast, agile and now he knew, he was just as strong as Peter was slammed into the roof by the doppelganger. Peter managed to grip the web line that was still attached to him and pulled the other guy off his feet. Well foot mainly, given that piece of roof was still on the guy's foot with the webbing still attached.

He also noticed something weird about the webbing, it didn't feel right or at least not like his own. Peter managed to rip the web line in two, preventing the other guy from using him like the ball on a rope. The two of them were getting ready for the next round when a police helicopter come onto the scene.

"Hold it right there, you are both under arrest," the loud booming voice came from the vehicle.

"Oh crap, this isn't what I needed." Peter sighed.

"Next time," the fake him said before running off the roof and swinging away. Peter wanted to go after him but the door of the roof was kicked open as police officers were making their way onto the roof. He could go after the other guy but honestly with all the cops after them things would only get worse.

So reluctantly, and before the cops now on the roof could issue their own warnings to him, he jumped off the other side of the building hoping that the cops would at least split up after them. So far the helicopter was going after the fake, who had left first. Now all Peter needed to do was find some place to hide and lay low until he could get a message to Kurt to come and get him. Thankfully Peter had a cell phone but the downside was that Kurt would most likely be still at the pool party as was everyone else. Who know how long it would take for someone to hear the damn phone ringing at the mansion.

'_Well at least the stolen items were recovered by the cops,'_ Peter thought as he slipped into what looked like an abandoned loft. Today had definitely not gone as planned.

**-Xavier's, Same time-**

Rogue couldn't believe what she was hearing, the reporter woman was talking frantically over the phone as she and the camera man were making their way to the van. Apparently the interview was over as a bigger story was also showing up. She didn't mind, she didn't like the cameras on them anyway, she was self-conscious enough about being a 'freak' as it was. Living up as a goth tended to make you accept that but she didn't like being stared at. So she took this moment to look for Peter, if he hadn't already ditched the mansion and gone out after whoever was doing that. She didn't believe it for a second it was the real Spider-Man, she knew first hand how things weren't as they seemed. Her mother was exhibit A for that.

Looking around the pool area she actually was surprised to find him, he looked confused but he was just standing there. That was odd to her, she expected him to go off running to his room to change. At any rate she made her way over there as fast as she could, trying not to slip on all the damn water that had been slashed out of the pool.

"Peter," she called out to him when she got closer. She leaned in and cast a side long glance to the reporter girl. "Why are ya still here, aren't ya goin' ta get out there?"

Peter shifted a little nervously, "Uh…can't with her around still, it would look suspicious."

Rogue didn't see why, the woman was leaving but honestly if someone was parading around as Spider-Man doing criminal things, that needed to be stopped. Mainly because she actually felt a bit of pride of what Peter had accomplished as Spider-man, he could use his powers openly in a way that helped people. She had tried that with the girls once, well mostly it was just a rush to let loose, their reasons had been a bit more selfish. Maybe that was why they had given up so easily after their last time out. Another reason was that if people thought of Spider-Man as a criminal then the police would be after Peter. That would make things a lot harder on him, and even more dangerous.

Rogue never liked the thought of him going out alone but she respected him enough to let him go, even if it did worry her.

"Fine then," she said and took his arm with hers as she dragged him off.

"W-what are you doing?" He asked just enough for her to hear.

"Nothin' wrong with a boy and a girl who are datin' ta be goin' off together," she smirked dragging him out of view. She got a few of the others making whistling noises at them and a few comments about getting a room together. She just ignored it like usual, although Peter seemed to be very nervous for some reason. She didn't see why, they were often seen together, usually like any other couple. They would sit together on the couch, sometimes she would be leaning against him, they had been seen holding hands and even caught kissing, so why was he acting so shy all of a sudden?

Rogue led them out of sight and then looked around, "Okay now you should be able to get up the wall without anyone seein' y'all."

Peter shifted again, "Ah look, it's okay I mean by the time I get downtown whoever that is would be long gone right? It's better if I try to catch them later."

Rogue thought about it, she guessed that did make sense. The reporter had said that someone looking like Spider-Man had committed a robbery but not where. Bayville was a big place and it wasn't that easy to find someone, even if that someone was dressed in a red and blue costume. Still, it was kind of odd how Peter was letting this go so easily.

"Ya sure about this?" she asked him.

Peter nodded his head, "Yeah, besides I still have to wait for her to leave and that would make me waste more time."

"Ah thought you used the woods to cover how you enter and exit tha place?" Rogue asked him. Peter had told her how he used the woods as cover to make sure that no one noticed Spider-Man going onto the mansion property all the time. Sometimes he would have a backpack with his normal clothing up in a certain tree waiting for him so he could change. That way if anyone saw him, they just saw someone coming out from a walk in the woods. Granted it's not like they had much in the way of neighbours, but with the recent increase in media attention he had started to use that all the time. That is when he didn't change in the city like he sometimes did too.

"Ah well…still you know…I think I saw some news people trying to get into the property that way earlier." Peter said to her.

"Really? Good thing the security system is back online," Rogue sighed hearing that. It was bad enough with normal reporters that camped outside at times. The worst had been the damn paparazzi at first, trying to get any pictures they could get. Logan had chased a few off the property, with their cameras broken of course.

Well at least she didn't have to worry about Peter leaving in a flash to go out in costume again she figured. Although it was almost like he was trying to make an excuse not to go out. She started to wonder about that, after all maybe that was why he was being a little shy? He was trying to make more time for them or something? Rogue was new with the whole relationship thing but with Peter she had been learning, then again so had he as this was his first real relationship as well. If he was trying to make excuses to be alone with her more, then maybe this was a sign of just how important she was to his life. Of course she knew how he felt about her, she knew a lot about him honestly, but seeing him make an effort always made her feel happy.

She smiled at him and she got a bit closer and placed her hands on his shoulders, "Ya know if y'all aren't goin' maybe we can sneak off?"

To her utter surprise Peter actually jumped back like her powers couldn't be controlled again. She stood there wide eyed and nearly had her jaw drop as he nearly slammed himself into the wall to get away from her.

"W-we don't have to do that, I mean why not just go back to the pool with the others?" He said quickly.

Now Rogue was getting both confused and pissed from the mixed signals she was getting. She tried not to ball her fists as she felt somewhat rejected by this. What the hell was going through his mind, she wondered. "Y'all passin' up a change for us ta be alone, ya know how hard it is ta get any privacy in this place. Hell, we only did it tha one time since the forest, not that ah'm in the mood for that mine ya, but it's not like ya can always sneak into mah room."

Peter blinked at her looking somewhat lost for a moment, "Did what since the forest?"

If Rogue could see her own face she would have seen the most shocked expression in her life, did he honestly forget that night in the forest, _the_ night for them in fact. "Ya know what ah'm talking about Peter," she said angrily but still seeing the blank look on his face. "When we made love ya idiot."

Now it was Peter's turn to look shocked, "You two had sex!?" Although as soon as he finished he covered his mouth.

'_Wait he said 'you two' like he wasn't part of it, but that would mean he wasn't…_' Rogue's line of thought instantly went to that this wasn't Peter and there was only one other person it could be. Before 'Peter' could react Rogue had grabbed his throat and slammed him into the wall. "Damn it Mystique if that's you ah'm gonna kill ya!"

"W-wait, it's me, it's Kurt!" Peter chocked out and Rogue wasn't sure if this was a trick or not. Although she thought she felt something around the neck. Slowly and very cautiously she let go of the throat but she was ready to jump him the moment he could.

Peter fiddled with a watch that she hadn't noticed before as the hologram faded, leaving Kurt in his natural appearance only with a device around his throat. When he spoke he still sounded like Peter, which was really disturbing for Rogue at the moment. "See, me and Peter switched places this way he can be seen here while he made sure that Spider-Man was seen in the city. This thing let's me talk like him, Forge made it."

Rogue blinked trying to take all this in, she was still a bit confused but she was mostly pissed at not being told any of this as Kurt explained Peter's plan in full. By the end of it she made herself promise she would have a very long talk with Peter about this. To hell with making everyone appear to now know anything, she was his girlfriend damn it, she should have been trusted with this. Oh she was going to make him pay her back for this in spades, but first.

"So was that him stealin' then?" Rogue had to ask.

"I doubt it this is Peter right?" Kurt asked him and she nodded her head. "So…you two..."

Rogue winced as she got what he was going to talk about and she held her hand up, "Kurt just, don't. Ah really don't want to talk about mah sex life with mah brother."

Now it was Kurt's turn to wince he really didn't like how that sounded. True they weren't blood related or had grown up together or anything but still, the thought of his sister doing _that_ was kind of gross to him. He really didn't have anything against it, he just didn't want to know about it. "I don't want to know, it's just disturbing to know that you two are…god I can't even think about that."

Rogue placed her hands on her hips, "Hey, we're eighteen that makes us consentin' adults."

"Yeah but you're my sister, would you like to know if I have sex with Amanda?"

Rogue nearly paled at that thought, but with her skin completion of hers that was a lot harder to do than others. "You two aren't…are ya?"

"What? No! At least, well not yet, we're still waiting for the right time…but you see what I mean," Kurt told her and she nodded.

There was a very awkward pause between the siblings before Rogue spoke up, "Well…this is a damn nightmare of a conversation, how about we just forget all about it and move on?"

Kurt nodded whole heartedly although how he was even going to view them together after this he had no idea. Every time Rogue and Peter would go off alone together what they might be doing would now run through his mind. He wasn't looking forward to it.

"And Kurt?"

"Yes?"

"Take that damn thang off already, it's creepy hearin' his voice comin' out of your mouth lahke that!" Rogue told him as she pointed to the device around his neck.

**Next up chapter 6: The Mysterious Fake**


	6. The Mysterious Fake

**Sensational Spider-X**

**Chapter 6: The Mysterious Fake**

It had only been two days since the incident in town with the fake Spider-Man, and already the news people were running wild with the story. Some people only saw one Spider-Man, others said there were two, and some said three or four. Some people claimed they were working together, others did say that the Spider-Men were fighting. Only some people like the Daily Bugle said it was most likely over how the stolen goods would be split up.

So Peter Parker was just lying on his bed as he thought his next move. In one corner of the room was a nearly completed summer wear version of his suit, mainly it was just made of much thinner material that would let his skin breath. It would still be hot in it but at least it would be manageable. The only good thing out of this was the fact that with the reporter that had been here and Spider-Man had been in another part of the city, any relation between the two were no longer an issue.

Well most people thought that, as soon as he went online he had seen all kinds of conspiracy nuts with all kinds of theories. He didn't want to think about that stuff, especially since Rogue had been giving him the cold shoulder for the past few days. He honestly thought that not telling anyone would have helped, he didn't want anyone acting suspicious but maybe he should have told her. He told the adults, and Kurt of course, but he got the feeling she was pissed at him for not trusting her.

Now he had to deal with some imposter running around out there in a Spider-Man suit, and a pissed off girlfriend. He sighed as he covered his eyes with an arm as he tried to think, but it was just too damn hot today to really think. He let his mind just drift off to things; it just seemed that as soon as he got these powers his life took a more complicated turn. Trying to be responsible for his powers, joining Xavier's, relationships, fighting bad guys, both the criminal and mutant type, and many other things.

Maybe he just needed a vacation away from it all, but he had to deal with this mystery man wearing his costume. Was it another mutant using his identity? Maybe it was a shape shifter of some kind, since the guy had his voice after all. Mystique was out as she couldn't reproduce his powers like that guy had. The other guy seemed to be as agile and as strong as he was.

He was lost in his thoughts and didn't notice the presence in his room until it spoke.

"You look tired."

Peter pulled his arm away from his eyes as he looked up into grey ones. There sitting on his wall above the head of his bed, was a little girl in various grey shades in shorts and a t-shit looking down at him. Spyder looked thoughtful at him as she seemed to study him for a moment before she spoke up again.

"So…she's still not talking to you." It was more of a statement than a question.

Peter looked up annoyed at her, "Is my relationship with Rogue the only thing people talk about?"

Spyder just shrugged, "It's entertaining and with Rahne and Jubilee now gone everyone wants something to focus on. Besides there are only three couples in the entire place."

Peter sighed, it had been a few days since the farewell to those two girls, he felt like he never really got to know them that well. Truth was he kind of hung out with the X-Men more mainly because they were closer to his age and had many classes together, plus the whole being on the same team thing. He got to know a few of the New Mutants well enough but those two he felt like he could have gotten to know more if he had wanted to.

Maybe this was just something that you always thought of when someone left. He still kind of felt the same about his Uncle Ben, sure he had all these great memories of the man, a man that was more a father to him than an uncle. But what did he really know of Ben's past? He knew a few things that his uncle had told him but now that he was gone, Peter felt that there was all this knowledge that he could have had that was now lost.

He felt a poke to his forehead as he looked up at Spyder. "You were spacing out there."

"Oh sorry just remembering a few things," He said to her not wanting to open old wounds for the both of them. They had both lost an uncle, only for her, her uncle had been the only family she had. Xavier had offered to help her find the rest of her family if any was still out there, but she refused to. Her thinking was that if her parents hadn't wanted her and only her uncle took her in, then to hell with the rest of them. She had lived a pretty sheltered life before Peter had met her, not being able to go outside and make friends because she couldn't hide her skin.

The grey hair and eyes she could play off but there was no way you could hide grey skin to the general public before she got her holowatch from Xavier. But the day her uncle had been murdered, she had no home left and had to leave her only home in the dead of winter. She would have died out there if Peter hadn't found her that winter.

Looking at her now, she was almost a different person, she wasn't scarily thin from little food, her hair wasn't a mess and she looked happier too. Maybe it was the universe balancing itself out in some weird way, he didn't know but it was looking at her that reminded him that choosing to be Spider-Man did make differences. If he had hid his abilities, he wouldn't have come here, met everyone or had found her.

"You know I would think you had something better to do than hang out here." Peter said to her with a small smile.

"Was that a pun?" She asked him.

"Yep."

"Lame." She sighed.

"Oh yeah?" He grinned as he suddenly shot up and grabbed her. The young girl squealed as she tried to get out of the way only to be caught by Peter. She ended up on his bed as he became to mercilessly tickle the girl. Apparently she was very ticklish and Peter was using that to his advantage.

"You give?" Peter asked.

"Yes!" The girl said as he pulled back. She got herself under control as she tried to give him a glare but from a girl that young as her, it really didn't have the effect she was most likely hoping for.

He only grinned as he mussed her hair up a bit, "So you invaded my room for a reason or just bored?"

She shrugged, "Mainly bored. May is busy, the girls are still all depressing and I have enough of that and the boys took Jamie to the mall for something." He didn't like that last one, she wanted him here to have something to do. They were supposed to be playing the X-Box as with everyone so preoccupied they could use the big TV in the den to play it. But a few of the older boys dragged him off for some fun. Now she had to wait until he came back.

Peter could see she was bored and maybe he could use a distraction, but first he had to do something before he forgot. "Tell you what, give me an hour and I'll meet you downstairs so I can kick your butt at video games."

"You only win cause you cheat," She said defensively.

"No, you just suck in comparison to my mad video gaming skills." Peter grinned.

"You have enhanced reflexes and hand eye coordination, how is that fair?"

"You want someone to play with or not?" Peter asked.

Spyder crossed her arms as she grumbled something he couldn't understand. "Fine, one hour but if you're not down there I'm coming up here and I won't be happy."

Peter only smiled, "Sure thing now let me get this finished, the sooner I get it done the sooner I can play." That was the only thing it took to get her out of his room.

Peter went over to his desk as he figured now was the best time to get something he had been working on ready. He pulled open a normally locked desk drawer and pulled out his Spider-Man equipment. Mainly it was just where he kept things like the belt, web shooters and the parts and equipment for maintenance. His Spider-X versions were in the sublevels where he kept that other costume. He got a lock for this desk for a few reasons, mainly so that no one would take any of that. Sometimes you couldn't be sure who would take something for a joke at times.

At any rate he pulled a few new toys that he had been building. He also had to make adjustments to the new shooters he had to make for his backups. The last pair had been blown up with the mansion. But at least this gave him an excuse to modify the designs. He took out a cloth as he place the materials on the desk and got to work. He was very careful with the work as he didn't want to either ruin his work or the new desk he got.

He lost track of time as a knock on the door pulled him out of his work. "It's open."

Scott opened the door to see Peter at work on his gear, now Scott wasn't the most laid back person in the mansion but with Peter he had a rival in the 'works way too much' category. At least that was what he heard the younger students say about him when they thought he was out of ear shot. He looked at the work with an interest, although not as smart as someone like Forge. Scott was always impressed with Peter's level of intelligence. It wasn't like just anyone could come up with something like web shooters and make them work.

"Why what's up?" Scott asked as he took a closer look.

"Just making some mods to the shooters," Peter said and he pulled a small red looking spider device. "I'm adjusting the secondary shooters for these little guys."

"Tracking devices?"

"Oh yeah," Peter grinned as he focused on the work again. "I plan on sticking them onto that fake out there and follow the signal back to where he's hold up. This way I can take him down and let the police handle this clown."

Scott nodded, it was a nice plan. "You want backup with this?"

"I think I should keep the X-Men away from Spider-Man as much as possible." Peter said in a more serious tone. "I mean don't get me wrong Scott, I do appreciate the offer. But I've put a lot of work of making it seem that Spider-Man has nothing to do with the X-Men. This whole thing of being wanted by the cops is the perfect example. I can't let Xavier get in trouble for this crap going on."

"Besides this is kind of personal," Peter told him. "This guy is going around in my costume and trashing my name. I don't like that and I'm going to put a stop to it. Plus it's just one guy, and I'm curious as to what's going on."

Scott didn't like the fact that Peter went out without backup as Spider-Man. At least when he was with the team he could have someone watching his back. But this was something that Peter had started before he joined them and for very personal reasons. "Well at least take something that can call for us in case you need us Pete."

Peter and Scott had this conversation a few times, especially when Peter had to expose that Spider-Man was real and not just an urban legend on TV. So maybe it was time to at least throw him a bone.

"Fine look, I'll carry something with me that I can hit in an emergency okay?" Peter knew it would take a bit more work. If he thought carrying a cell phone was smart he would but honestly he could see himself losing it too easily. If a fall from several stories while web swinging didn't destroy it, he didn't want someone picking it up and tracing it back to him. He'd have to set something up with Beast and Xavier or something he figured. Maybe modify one of those signal devices that the X-Men had. Rogue once told him how Jean gave her one when they first met in case Rogue needed help.

Scott was glad to finally get somewhere on this topic, he knew that there was no way in hell to talk Peter out of the whole Spider-Man thing. Truth was, he still wasn't sure how he felt about Peter's alter ego. The work he did was great, but going out there alone all the time was dangerous. He would feel better if at least someone was watching his back but Scott knew when to end a fight you couldn't win. Maybe it was time to switch topics.

"So...Rogue still pissed?" Scott asked.

Peter groaned as his head hit the table, "Why is this such a big topic? Hell if you and Jean were fighting would everyone make such a big deal?"

"Not as big, it's just that with Rogue being involved things I guess are different." Scott admitted. "I mean no one was even sure she would ever get into a relationship, especially Rogue."

Saying it that way Peter guessed that it did make some sense why people were interested in this whole thing. He was the guy that made the untouchable girl, touchable. Good thing they didn't know just how touchable she was now he thought to himself. He'd never hear the end of it he bet. But still, he had thought that he had done the right thing in keeping the number of people that knew limited. He didn't keep her out of the loop because of any malicious reasons but maybe he should have told her what he had planned.

"So...any advice on how to fix this?" Peter asked him.

"Well since this is your fault there is only one way out," Scott told him. "Beg, grovel anything that will get her not mad at you. Apologizing will also help a lot too."

"Yeah I kind of figured it would be something like that," Peter sighed although anything that would get her not mad at him was worth it. Maybe he could think of something to get her that she liked so she wouldn't be pissed? There were a few things he could think about.

"Don't worry this kind of thing usually blows over," Scott told him seeing him thinking on the matter. "I think she's cooled down enough by now I would think. But just remember, a gift, beg and maybe talk things out and that should work."

"Should work?"

Scott shrugs, "Depends on what you did and how pissed a girl is, some things you can't forgive but this isn't one of them. Just learn not to do it again."

"If only it was that easy huh?" Peter asked him.

"Yeah if only," Scott smiled knowing that there was no way you can be in a relationship without some kind of bad patch now and then. Plus there were times when the girl was at fault in something then things got reversed normally. But then again relationships were never totally easy and you never knew what could happen.

"Well I better finish this up, I promised Spyder to keep her from getting bored and you know what she can be like when she gets bored." Peter told him.

Scott groaned knowing full well just what she was like when that happened, it was never good.

**-Rogue's Room-**

Rogue was anything but in a good mood, she really wanted to stay pissed at Peter, in fact she still was. She hated people that kept secrets from her, memories of Mystique came back to her. Too many times she had been burned by that and it was Peter of all that kept this from her. She knew it wasn't that big a secret but still it hurt. She trusted Peter more than most people, all her life she had kept people at arms length. Mainly that had all started with Irene telling her and warning her vaguely about it. She hadn't known then that Irene most likely knew what Rogue's powers would be.

Yet another in a long line of manipulations and betrayals as Irene had been the only person she had trusted at first. Now, she wasn't so sure just how much she could trust the blind woman. Not that she had spoken to her since she had left Mississippi. She hadn't trusted the Brotherhood, not really, not after how messed up her head had been during that time her gained her powers. It was odd how it had been Jean to open the door for her to come to them. For the longest time she had been jealous of the red head, she had it all. Great looks, athletic, popular and had Scott's attention back when Rogue still had that large crush on him.

But things were very different now, she had someone else in her life now, even if she was still pissed at him.

She was thinking that maybe she should just let him apologise and give up. But the simple fact was she was still angry with him.

There was a knock on her door as she lifted her head from the bed slightly to look at it. She wasn't too surprised to see Kitty phasing her head through the door slightly.

"Hey, mind if I come in?" Kitty asked her.

"Sure why not," Rogue sighed as she rested her head back on the bed.

Kitty went through the door as she sat down on the bed looking at Rogue. Although the two couldn't stand the other when they were first paired up, over time they had come to have a good friendship. So when she saw how Rogue was lately she felt it was time for a talk between them. She saw Rogue looking as down as she used to be, like those first days when she first joined up with them back when she couldn't touch anyone. She hadn't seen this look in a very long time, not since Peter gave her the bracelet device that helped her control her powers.

Although with what happened with Venom, Rogue was learning control but the girl was too afraid still of her limited control to trust herself fully without the device.

Kitty sighed as she looked at her, "So, how much longer are you totally keeping him in the dog house?"

"Until I'm not pissed anymore."

"Yeah but you can totally keep yourself pissed about things for a long time," Kitty said light heartedly.

Rogue turned away from Kitty not wanting to look at her for the moment, although she was right. Rogue knew that she could take things personally and also keep a grudge for a very long time.

"So is this like your first major fight or something?" Kitty asked her.

"The biggest ah think," Rogue said after a moment as she rolled back onto her back looking up at the ceiling. "Ah just can't believe that he of all people lied ta meh. Ah trust him more than most people."

"Ah so that's what it's about," Kitty knew where this was going, you didn't room with someone for as long as they had without picking up on the subtle parts to their personality. For someone like Rogue, it was all about trust issues. The older girl was very selective on who she trusted and what Peter had done might have hurt more than he had realized. "Well first off you got to realize, boys are pretty thick headed and stupid at times."

"Like Lance?" Rogue couldn't resist the jab.

An annoyed look got on Kitty's face but she brushed it aside, for now at least. "Well I'll admit that he's not like the sharpest but he does have his good points."

"What are those again, seriously didn't he nearly kill your parents after he manipulated ya into stealing test answers?"

Kitty sighed and rolled her eyes, "Yeah I know, I know. Trust me, my parents are totally not liking the fact he and I are dating. I seriously doubt they'll ever forgive him for that, not that I can blame them. But that was years ago and honestly he has improved since then, I mean he stuck by Tabitha and got her away from that sleaze Max right?"

Rogue had to admit that the boy did earn points for that at least.

"Anyways, like I was saying. You have to understand that boys just don't get us girls. They forget how we take things. I mean I seriously doubt that Peter was keeping you out of it to hurt you. You know how he gets when with his life as Spider-Man. I mean, he's like totally mister secret with it for a long time and I guess it's just habit for him."

"I mean he didn't tell anyone but Kurt and that was because he needed Kurt's help. He wanted his plan to work to like, keep everyone safe. You know he's been worried about bringing trouble to the mansion with being Spider-Man."

Rogue had to admit the logic of that, she had seen Peter very worried ever since things had calmed down. In fact he always seemed to be working hard. Plus sometimes he just lost sight of things because he got tunnel vision when he was worked up about something.

Kitty saw that she was thinking on what she had said and decided to keep going. "Look I know that Lance isn't perfect. He's got a lot of faults, he's short tempered, insecure, doesn't work well with others. He also doesn't have many interests in what I like but then I totally don't get what he talks about cars and stuff."

Rogue looked at her friend. "Why are ya datin' him again?"

Kitty scowled at the older girl, "Hey, he does have his good points. Like he treats me really nice, and he tries to take an interests at times. Plus we can relax around each other, and he is totally cute too."

Rogue figured it was the Bad Boy look that she liked, personally she wasn't sure if that was a good idea or not. The only Bad Boy that seemed to take an interest in her had been the Gambit guy. Sure the charming accent had been nice and he was good looking. But honestly, with meeting Peter there was something to be said about the Nice Guy. At least with Nice Guy you didn't normally have to worry about them doing something like cheating on you or being total jerks. Tabitha could tell stories with her disaster relationship with Max Dillon.

"Look you can either stay angry or get over it," Kitty said with a shrug. "I mean you look miserable as it is."

Truth was she did feel miserable. "So ah just forgive and forget, is what you're sayin'?"

"Well not exactly," Kitty smiled at her. "See, you can but only after you make them pay for it. Have him take you out, but he totally has to pay for everything for instance. If the guy is in the wrong, he'll do like almost anything to get the girl not mad at them anymore."

"Speakin' from experience again?" Rogue smirked a little.

Kitty shrugged, "Another thing is that Lance will do anything to be forgiven."

Rogue thought about it, maybe this was what she needed. Having Peter do something for her to be forgiven. Plus truth was she was getting sick of avoiding him and giving him the silent treatment. She missed him, the way he made her smile, the little things he did that made her felt nice about herself. Plus there were other things, like the ways he made her feel beautiful and wanted.

She groaned as she tried not to think about the more pleasurable things. But in the end she lost the battle of wills. She would have to forgive him but she sure as hell wasn't going to make it easy on him.

"Okay ah'll talk ta him later today." Rogue told Kitty in defeat.

She seemed to brighten up, "That's like totally great, we need some good news around here."

"God why the hell is mah relationship with Peter so important ta everyone?" Rogue asked annoyed at how everyone seemed to stick their noses into her relationship with him. Ever since she and Peter started dating it had been going on. She was really starting to get sick of it to be honest.

"Honestly?" Kitty said getting a bit more serious now. "Because he's been very good for you. I mean you totally smile a lot more now. I can't remember how many times you used to even crack a small smile before he came here. I haven't seen you this happy since…well ever."

Rogue let out a sigh, it was true that she did feel a lot happier these days. She had a place she finally felt where she belonged, could touch again, had a nice boyfriend, and good friends. She wasn't alone in the world anymore. Sure there were things that still sucked, people out to get them both human and mutant, people knew they were mutants and looked at them like freaks at times. But the good still out weighted the bad.

"Well I'll like leave you alone now," Kitty said with her work done. She was honestly getting a little worried given how Rogue had seemed to be slipping back into her old self over the last few days. She did consider the older girl her closest friend, as odd as that sounded.

Rogue watched her leave, through the door of course. Honestly, it was like the girl just couldn't be bothered by going around things or opening doors anymore. Well at least this was one issue she could deal with. But there was one other one that she still had to deal with, that was mainly with Kurt. He had been acting all weird around her and Peter, more like he couldn't look them in the eye and got a bit uncomfortable. She just hoped that Kurt didn't talk about what he learned, the last thing she needed to whole place to know was that she and Peter were sexual active.

Hell the only non-adults that knew were Jean and Scott, and only because they were busted alone with herself and Peter at the same time. Rogue could only imagine what everyone would be like if that piece of information got out. At least Kurt wasn't going crazy over it, he just seemed uncomfortable with the idea of his foster sister sleeping with her boyfriend.

Truth was she could kind of relate, she didn't want to know the sleeping habits of Kurt, Mystique or even that new girl Sandra that Mystique had adopted. Honestly was she trying to make up for lousy parenting or something by adopting as many kids as possible? She had already abandoned Kurt her biological son, then dumped her off on Irene. How the hell Irene knew Mystique was another question she would have to ask if she ever saw her old guardian again.

Well it was just something else she might have to deal with soon, plus give Peter a warning that Kurt knew. She still couldn't believe that she had told Kurt to his face that she was having sex with Peter. Okay so she had thought it had been Mystique, maybe on that note it was better that it hadn't been Mystique. She could only imagine what she would have done.

"Why can't ah have a normal family or somethin'?" She muttered to herself. "Hell, a normal life would have been nice for once while ah'm at it."

**-Mysterious Location-**

"_And again the top news of tonight is Spider-Man,"_ A reporter said on one of the many different monitors. It was the same room filled with computers and machinery only now a figure was working on something laying down on a metal table.

"_Before when this mysterious man showed up in public, saving a child in a fire, many thought him of a hero. Even before that there were scattered reports of some kind of spider like person doing good deeds."_ The reporter continued. _"But lately small time crimes have been committed by either someone dressed up as him or by Spider-Man himself."_

"_Also as police footage has been leaked we have seen two Spider-Men in one moment apparently fighting,"_ the image cut to when Peter was fighting the fake Spider-Man on the foot top of a building. The image cut back to the news reporter. _"This turn of events has left many confused on what is going on."_

"It seems things are going well," the man chuckled as he continued his work. "A little bit more work to destroy his reputation. All that hard work going into making yourself a damn hero and here I am taking it all down. Well Mr. Hero, let's see how you like having your life ruined. When I'm done you won't be able to show your face again."

"Ah there, that little glitch is finally fixed." The man put down his tools as he went to another table. This one held a face plate that had two large eye camera as well as a speaker where the mouth was. Other than that it was only a basic human shaped faced. He picked it up and went back to the table as he placed it onto the machine. It was a life size replica of Spider-Man, only without the mask on. When he attached the face plate to the robot he pulled out a replica of the mask and put it on. He would have to recharge his creation before the next time.

Maybe he would do something grand this time, the opening had been cast and maybe now it was time to bring Spider-Man into the trap he had set up.

**Next up Chapter 7: To Catch A Spider**


	7. To Catch a Spider

**Sensational Spider-X**

**Chapter 7: To Catch A Spider**

It had been a few days since his talk with Scott and Spyder, and Peter had been finishing up on the last few things. First he had finished a summer suit so he wouldn't die from the heat. He finished off his new tracers and placed an emergency signal device in his belt for Scott. He also had been planning on how to smooth things over with Rogue. That one was a killer; he knew a few things she liked so he had to figure out the best way to deal with it. Lately she hadn't been avoiding him and actually spoke, well somewhat. Simple things, like she was testing the waters between them.

Well tonight he had everything he needed. Thanks to some help, he didn't know where all the good goth shops were after all. Sure he hung out with her, but she usually went shopping alone or with the girls. Thankfully he had another goth to call upon. He hadn't known much about Wanda Maximoff but he had been able to get her to help him out. Thankfully she and Rogue shopped at a few of the same stores. That was easy, plus he did get to know her a bit better. He had been helping her as a tutor when he could. She had a lot of catching up to do as being in a mental asylum for years kind of got you behind in school.

So he used that as a way of asking for help.

Now with everything set up he just had to first get things smoothed over with Rogue and then go out hunting. So far the fake had been spotting in several areas. He had a map in his room on his desk with red dots marking the areas. Whoever this was seemed to like certain areas, so he would go fishing in those and hope to get a bite. He got his gifts hoping she wouldn't mind if he snuck into her room. He wanted this to be personal after all and with the heat she most likely was keeping the French doors open to her balcony.

In her room, Rogue was lying on her bed just trying to not think about the heat. She was face down with a fan on, and only in as little clothing as she could get away with. Mainly just her underwear and a tank top shirt. The pants were on a chair that she would wear when leaving her room. And god help anyone that tried to open her door without knocking first. Especially if one of the boys came in at that moment, well with only a couple of exceptions. Only one of those exceptions she was thinking of how to stop being angry with. Truth was she was done being angry with Peter but still felt a bit hurt that he hadn't trusted her.

But the problem was although she was willing to forgive him now, how exactly did you go about it? Kitty said to let Peter make the first move but when was he going to get around to it? It had been two days since she started to act nicer to him. Maybe he thought that she was still angry and keeping his distance? Maybe she should just go and talk to him, but then he was supposed to come to her not the other way around. She grunted out a displeased sound as she wished she knew what to do. But it's not like she had any experience with relationships, hell everyone she knew was either single or only on their first one.

Well Jean was technically on her second with Scott, but honestly did Duncan really count? The guy was a jerk and she never did know what kind of relationship she had with him. It obviously wasn't too close.

It was then that she thought she smelled something familiar, it smelled like violets. She turned around to see hanging above her was a bunch of violets in deep purple, her favorite flower in one of her favorite colors. She smiled as she saw the webbing that was holding it up. She noticed that she was no longer alone in the room as she looked up even more to see Peter, sitting there on her ceiling.

"This supposed to be you're apology?" She asked sitting up as she looked at the flowers.

"Well the start of it," Peter admitted.

Rogue gave a small smile so far it was a good start. Peter got off her ceiling as he landed gracefully next to her bed. He held out a small box to her, she looked at it, it was a simple black box nearly the size of her hand. She opened it up and saw and saw a necklace, it was gothic in design with a spider on the front of it. She smirked at the hidden meaning of that one, as anyone outside the mansion wouldn't know it. She had to admit it was very nice, as she picked it out of the box.

"There supposed ta be a meanin' behind it?" Rogue asked looking over the spider engraved into it.

"That you're the only one for me," Peter shrugged. Honestly he wasn't sure if she would go for it or not. At first he thought of a raven as it was her favorite story by Edgar Allan Poe, but given that Mystique had gone by Raven Darkholme, at least when she was the principal, maybe it wasn't the best. So he went with something that might work, he had tried for an hour to come up with something to say about it. Although saying it out loud kind of sounded a bit cheesy.

Rogue had to agree with it sounding a bit cheesy but from him it kind of worked. Plus she really did like what he picked out. Plus he did actually go and get her flowers too, this was the first time a guy gave her flowers. Sure she never was too much of a 'girly girl', but still it was really nice.

"Can ya get the flowers off the webbin' for meh?" She asked him.

Peter nodded and managed to get the webbing off, from experience she knew that she shouldn't touch the stuff. She tried that once when he was out of his room. She tried out the webshooter once for a bit and tried to get the webbing off the desk. That was when Peter found her, with her hand stuck to his desk. That had been embarrassing for her and she never once touched his stuff again after it. So she was glad when Peter took the webbing off as she placed them on her desk, she would have to get something to put them in soon.

Maybe get something from the kitchen, but anyway she had to admit that as apologies when this was going well.

"So…You still pissed?" Peter asked rubbed the back of his head.

Rogue sighed as the moment was broken at that point but anyway it was time to end this. "Ya, but ya know why ah was angry with ya right?"

Peter had plenty of time to think on this, "Okay I should have trusted you with it, I'm sorry about that. I just wanted to make sure as little people knew as possible. It wasn't meant to be seen as anything against you, you know."

"Ah know but ya know how ah feel about people keepin' things from meh." She said softly as she turned to face him. "Ah know it's not fair comin' from meh, given how much ah keep secret."

"True but if anyone knows about keeping secrets from others it's me." Peter smirked as he took a step forward. "So I do get it, and I promise you. From now on I'll try to keep you more in the loop about important things from now on."

Rogue would have wanted to know everything but she knew that was unreasonable to ask. So she could accept this much from him. Now that this was out of the way there was one last thing she needed to do, something that she had missed these last few days while mad at him. She took one step to close the distance as her hands traveled from his chest to his shoulders. She wanted to make sure that he knew her intentions, she didn't see anything against her moves. In fact he placed his hands on her hips and he inched his head closer.

She smiled as their lips met, it was a long soft kiss. One that both of them had been without for too long in their opinion, and both of them took time to enjoy the moment. When the kiss broke they rested their heads together, both with a smile on their faces.

"Man I missed that," He said softly. She nodded her head slightly loving the feel of him against her. With so much bare skin she loved the feel of him on her body. It was moments like this she thanked whatever forced in the universe that got Peter into her life. If not she would most likely still be the 'untouchable' Rogue.

She nodded her head as she had missed that as well. But then if they weren't keeping things from each other, then there was something she needed to tell him. She didn't want to break the mood but it was surprising he hadn't found out yet. She sighed as she got ready to tell him.

"Peter, there's somethin' ya should know. Ah...kind of told Kurt about us," Rogue told him and not without some effort.

"What do you mean? Everyone knows we're together," He said confused to what she was talking about.

"Ah mean he knows about us having, ya know...sex." She felt herself blushing a bit mentioning it. It was odd how they could do it with no problem, but talking about it was a lot harder.

Peter drew back not believing what he was hearing. "Why the hell would you tell him of all people? I thought we both thought it would be a good idea to keep this secret as long as possible along with Jean and Scott."

"Ah didn't do it on purpose," Rogue snapped at him. "Ah thought he was you cause o' that stupid holowatch and voice thing."

Peter thought about that and face palmed. "You know I really thought that had been a good idea at the time. No wonder he's been weird around me lately." He guessed that he would have to deal with this at some point. He really didn't want to but Kurt and he just couldn't avoid each other.

"Well it's something I'll have to deal with later," Peter sighed.

"Later?" Rogue asked getting an idea of that tone of voice.

"Yeah, I'm going out hunting tonight," Peter told her his plan to track and follow the imposter and get some answers from him.

"Ah really wish you had backup for tahmes like this." Rogue said voicing her concerns. She never stopped him from being who he was, but that didn't mean she didn't worry.

"Well the paper work for sidekicks in insane plus there really isn't anyone that I can partner with," Peter grinned with a shrug trying to joke it off. "Hey you know me, I always land on my feet."

"Ah know but ah still worry," She said softly as she went to hug him. Although not very comfortable with public displays of affection, in private it was a different story. She could let down her guard with just him around. She felt his arms wrap around her as she rested her head on his shoulder.

"Be safe okay?" She asked him.

"You got it, Anna." He told her speaking her real name. Something that was done only between them. She felt better when he used her real name in these moments for some reason. Maybe it was just that there was nothing between them when he could speak her name. At any rate she watched him leave and sat there in the dark looking out her doors. She wished she could go out and help him to watch his back.

But although her powers did get a slight upgrade it wasn't anything she could use to keep up with him. She couldn't swing on webs, or fly or move at super speed. Sure she could take those powers but only for a limited time. Well at least she didn't have to worry about making a costume and name or anything, she honestly wouldn't know where to start with something like that. Plus with her face all over the news some gothic themed hero shows up and they wouldn't think back to her? She looked at the white streak of hair in her view, yeah not many people had brown and white natural hair color.

She sighed getting up and looking for some shorts or something, she needed to put those flowers into some water before they died.

**-Later that Night-**

Peter was really getting bored, he had been checking everyplace he could where the imposter was sighted. Also he was doing his best not to be scene, he would have worn his Spider-X uniform if he could. At least the black and white of that costume didn't stand out like his red and blue Spider-Man suit. He wouldn't be going back to the black and white version of the suit, given the last time he wore those colors as Spider-Man the suit tried to take him over.

Not to mention made him a grade A jerk, that was something he wanted to forget. Oh and the whole Venom thing too, yeah that was another reason. Sure the suit seemed to be gone and Eddie was locked up in an insane asylum but it still just felt wrong to wear those colors. Although he was starting to think that maybe he should try another approach to all of this. There was no guarantee that he would even see this fake. Not to mention how many days this could even take was another matter.

But the fake Spider-Man did seem to show up in certain areas, so staking them out would give him a higher chance of running into him. But in the end it was a crap shoot, he just hoped for the hard seven for the win. Or was that hard eight? He never did get how that game worked, maybe he should use references to things he knew.

It was then that he finally a break for once. He saw in the distance his little fake imposter. Well he wasted no time in going after him. Peter was going to try and stay out of sight for this one. He doubted this guy had a spider-sense but you never could be too careful. He would keep behind and stick to the roof tops. Peter would run over the roofs, running and jumping over obstacles and gaps when he came to them. He saw the imposter pause for a bit on a building looking around.

Peter hid in the shadow of a billboard as he saw his target across the street. He waited to see if the other guy saw him. After a few heart beats he seemed to get ready to fire a webline and leave. This was Peter's chance. He aimed and fired a spider tracer from his shooter. He saw it land on the shoulder of the fake.

"Got ya this time," Peter said as he let the imposter continued on. He pulled out the small tracking device as he got a strong signal. "Let's see where you call home."

Peter let the guy get a minute head start before he followed the signal himself. He wasn't sure where he was going at first. The other guy seemed to be going in just random directions for some reason. Then he saw that they were entering a more industrial part of the city. He hadn't really been in this area, as there wasn't much. Maybe he took some time now and then to keep the local vermin population down. Usually just some street thugs that he made sure they never thought to try anything more than just graffiti. He had caught a few drug dealers in this area but usually there wasn't much else.

It was just factories and warehouses, a few had fallen on hard times of course from the local economy taking a nasty hit a few years back. Peter was just thankful the guy didn't seem to be going into the sewers, after that whole Lizard thing he was sick of sewers. It had taken several long hot showers to get the smell out.

Anyways, the imposter seemed to go into one of the old factories. From the rusted out sign on the front of the chain fence, it had been an old assembly line factory. He saw him enter through a roof top access. Peter waited for a bit to make sure the other guy got a decent lead just in case. When he was sure it was safe, Peter landed on the rood and placed his hand on the door. No spider-sense so that meant no alarms. Well the place looked deserted so he doubted the guy would spend money on alarms, but it always paid off to be careful.

He carefully made his way down the dark stairs wishing he could see in the dark. _'You know maybe I should think of making a new lens for my mask. I'm sure there is something that could switch to a night vision like thing when I enter the dark. I'm sick and tired of barely able to see at night.'_

Peter filed that information away for a future item to see if he could make. Maybe something with similar technology to how glasses would tint when exposed to the sun might be a good place to start. At any rate his eyes eventually got used to the dark and he could make out more shapes now. The place looked like it had been a factory of some kind, but that was a long time ago. There were still pieces of equipment that had been left behind, most likely because they couldn't be stripped down and moved out fast enough so they were left to rot.

It might have been an old steel mill, or maybe an assembly plant at one point, it was kind of hard to tell. At any rate Peter had a bigger problem. He looked at the device and saw that the tracer was at least within ten feet of him, but he didn't see it. Or the one it was attached to.

'_Crap, I got a bad feeling about this,'_ Spider-Man thought as his spider-sense warned went off. He jumped out of the way of a drop kick from behind. _'Damn it, I hate it when I'm right.'_

Peter rolled and came face to face with the fake Spider-Man. "Okay, round two."

Peter fired his webbing at him, making the other to make a move. The imposter jumped to the side and fire his own webbing. Peter dodged this but he had also been aiming for a fallen sheet of metal. Most likely part of the roof that fell, that had been behind the fake. He pulled back and the piece of metal flew at the imposter. Too bad he back flipped over it and landed upside down onto a metal support beam overhead.

The fake Spider-Man jumped at Peter throwing a punch as he went. Peter jumped out of the way to see the fist of his enemy slam through the floor.

"Damn, you're not kidding around are you." Peter said to him. Although something was odd here, the other guy hadn't made a sound which was weird. Well at least he wasn't copying him, that had been very annoying the first time around. The battle pretty much went on like this, one would make an attack, the other would dodge it and then would counter with their own. Peter had to admit that this guy seemed to fight almost exactly like him. The way he moved was just like him. It was odd but whoever this guy was, Peter would get some answers finally.

At some point in the fight, Peter saw that his enemy was making a lunge for him so he jumped up and managed to kick the guy in the chest with both feet. By this point in the battle they had been up on what might have been called a second floor at one point. Mainly it was just a higher area where offices might have been, all that had been cleared out to leave a giant open space. The floor they were on only covered a certain part of the factory. So when Peter kicked him, he flew off this second level and looked to be going to end up falling into the ground floor.

The fake flew back, but because of the dark, there were just too many shadows and darkness to see properly so Peter hadn't seen where he was kicking the guy. He had been too focused on the battle to really notice the area around him when he went for the move. Because of this, the imposter Spider-Man hit large support beam, making a loud sound as he hit it then bounced off it. It wasn't the only thing the fake hit on the way down either. Several old pieces of run down equipment were hit on the way down to the cement floor of the place.

But what really stood out was this was this ugly twisting sound before he fell to the floor. Peter froze for a moment not sure what had happened but when he went to the edge and looked down he felt sick at the sight. From where he had landed, Peter could see him now as the moon light was leaking through one of the few windows, illuminated the body. The other guy's head had somehow twisted all the way around before landing and the body was in a position that wasn't natural either.

"Oh man, how the hell-I didn't mean to-oh god what did I just do..." Peter felt like he was going to throw up. He didn't think that guy would get that hurt. He certainly didn't want the guy to be killed. What was he going to do now? He thought about his options as fear gripped him like a vice. For a split second he thought about covering it up, but he couldn't do that. How could he face the others knowing what he did. He'd have to face up to it, it was his responsibility. He never wanted something like this to happen.

Peter figured that he needed to at least know the face behind that mask. He slowly walked to the corpse and went to pull the mask off. So it was a shock when his spider-sense went off and he jumped back in time to avoid an arm that shot out at him, trying to grab him.

"Holy monkey balls on a stick!" Peter shouted out not exactly knowing where he had picked that line up. But he had more important things, like the guy that should be dead getting up off the floor. "Okay, I think I'm freaked out and I just lost two years of my life."

The fake with jerking movements got to his feet. Then he seemed to grab his own head and quickly wrenched his head back into its proper place.

"Oh that's just sick," Spider-Man groaned out. "Okay what the hell are you anyway-hey what the hell is that!?"

Peter noticed that a part of the mask was torn on the top, there was metal under it instead of skin and hair. Now that he had a moment to think, Peter finally got an idea of who, or at least what he was seeing now.

"Oh for the love of...great a Robospider-Man. Alright you tin plated fake, I don't know who built you but whoever it is, is in serious trouble." Spider-Man said angrily. He really had enough with the robots already. First were the Sentinels, then those robots that attacked the mansion, now this. He was so boycotting the next robot movie that came out, just on general principles. But now that he knew what he was fighting, it meant that he no longer had to pull his punches. When fighting living people, he had to learn how to punch without smashing someone's face in.

With a robot he didn't have that problem. Now he threw himself into the battle full force, he threw a kick not caring about the power behind hit. He felt the blow land and with the force he could feel how hard the robot was now. Light tabs that he had been using before made it impossible to tell that he had been mostly metal. This time the machine staggered but Peter didn't let up. He kept on pounding on it, trying to not let it have a chance to get away or to gain any momentum in the fight.

The robot tried to fire more of the webbing that was just an imitation of Peter's webs. But they were close, whoever built this, Peter knew he had done a lot of work on it. The robot picked up a rusted piece of equipment that was too badly damaged to really get an idea of what it was. The only thing Peter knew, was that it was big and would hurt if it hit him. He managed to dodge as the huge machine came crashing down nearly on top of him. It threw up a ton of dust and dirt that had gathered over all this time.

Peter took advantage of this, he just hoped that the robot couldn't see through the dust. He jumped up and shot out a webline. With that he swung as hard as he could to where the robot had last been. Hoping it hadn't moved from the last spot he saw it. Turns out he was lucky, his feet slammed into the machine with enough force to send it bouncing off the cement floor a few times, like a stone skipping the water. Peter didn't want to give it time to adapt. He saw in one of the few areas where the light came in, a metal bar. It was rusty and jagged and just perfect for dealing with this. He quickly picked it up and threw it like a spear.

Thankfully all that shot shooting gave him one hell of a shot. It sailed through the air and landed into the robot's chest just as it was getting up. Sparks flew out as it jerked as if having a seizure. After a bit it stopped sparking and stopped moving. For a moment it just stood there and then fell over making a clanking noise as it slammed into the ground.

Peter walked over and looked down at the broken robot, it was a bit of a mess but maybe he could figure something out about it. Maybe find out where the pieces came from and trace it back, like with those robots that attacked the mansion. He pulled off the suit on it as he took a look at the metal 'skin' of the machine, if you could call it skin. It looked to be a very good job, almost like what he found in the Danger Room. But he could tell that it was obviously a different animal all together. This was built from the ground up. He put the pieces together and webbed them up, hoping to get them back to the mansion.

He had a lot of work to do and he needed to get a decent look at this guy with the right tools.

"You know maybe I should get a utility belt like Batman," Peter wondered as he packed up the robot. "It would make this much easier and it would-"

He was cut off as when he took his first step his spider-sense kicked off again. Only this time the floor under him gave way. With all that weight on him he didn't have a chance to jump as he fell into the dark. The trap door went closed back up as Peter fell in the dark. He threw away the machine and tried to shoot a web line to stop his fall. It hit something as he stuck his feet out, his body swinging into a wall he couldn't see.

"Great, just perfect," Peter muttered as he looked up. No good that way, there was nothing up there that he could see. He heard the robot smash into the floor and he looked down. It was kind of far but he could see light down there at least. "So my choices are feeling up my way through a dark tunnel that I may or may not be able to open. To going down into a trap...neither of these are good for me. Well might as well see who this creep is anyway that went too all this trouble."

He made his way down and when he landed he saw that he was in a large open area. The place looked like some kind of dome underground. For some reason he was kind of reminded of the Danger Room. How the hell did someone get the cash to do something like this? To just build this in secret wouldn't be easy. Although if Peter had to guess, they were most likely in some sort of converted area of the sewer system, given how far he went down.

In one area there looked to be a large stage with stairs going up to it. It was a bit flashy for Peter, it had everything but a spot light on it.

"Greetings Spider-Man," A voice boomed over hidden loud speakers. "Welcome to my trap."

"Yeah thanks for the stating the obvious," Spider-Man said to the walls. He wasn't sure if there was a camera anywhere but he couldn't see one. "So you mind telling me why you make this cheap knockoff of me, you know, other than pissing me off?"

"Simple revenge, you ruined my life so I went out and did the same."

"Yeah can you narrow it down, or at least give me a hint? I've fought a lot of people although none of them that I can think of had this flair for the dramatic. Did you get kicked out of the drama club in high school or something and just never got over it?" Peter asked. "Oh I know, you could never sell your script in Hollywood or you could only get bit parts on cable TV movies."

There was an explosion of smoke from the stage as several spot lights came to life. Spider-Man groaned as he should have known this would have happened. When the smoke cleared, there was a man in one of the strangest costume he had ever seen. He wore a green scale looking body suit, with gauntlets and a purple cape. There looked to be giant eye looking clips where the cape was connected. But what really got his attention was the giant glass looking dome on top of the head.

"Welcome and face your doom at the hands of, Mysterio!"

Peter looked at the man for a minute in silence before he spoke up. "You've got to be kidding me, why are all the weird ones attracted to me?"

**Next up Chapter 8: Showdown with Mysterio**


	8. Showdown with Mysterio

**Sensational Spider-X**

**Chapter 8: Showdown with Mysterio**

"So here we finally are, together again for the last time," the man calling himself Mysterio said. "I've waited a long time for this."

Spider-Man just stood there silent again for a moment, "Seriously, where the hell do we know each other from? I mean I'm pretty sure I'd remember a guy wearing a fishbowl for a helmet."

"Well if you don't remember me, I'll be sure that I'm the last one you ever see, Spider-Man." Mysterio said to him and raised his arms up. Suddenly the ground started to shift under his feet.

Peter stuck to the surface as it rose up, he looked around to see the entire dome was shifting around. It kind of reminded him of the Danger Room back at the mansion. Although he got the feeling that this wouldn't have any safety programs. Suddenly the lights went out and he was left in the dark. Well it was no problem for him, he could always have his spider sense to guide him.

The plat form seemed to suddenly stop as he heard things moving but still couldn't see anything.

"You may be good out there Spider-Man, but I have to wonder how good you are in here. This is my world you see and I make the rules."

Suddenly the lights turned on and Peter felt a sense of vertigo, which was strange because he never really got that anymore. It looked like he was in an E.C. Escher painting in real life. Nothing made sense when he looked at it. He seemed to be floating in space, as he could see the stars, but there were plat forms all over the place, stairs, and everything else. But they were all on different angles. Suddenly Mysterio walked out of a doorway and onto what looked like a balcony, only he looked upside down to Peter.

"Can you navigate my world Spider-Man?" Mysterio asked him.

"Boy did you pick the wrong guy to try this on," Peter smiled as he jumped towards him. He stuck to what looked like a floating platform not far from him. "You know I can just stick to whatever you have here. It doesn't matter if it's sideways or upside down."

Peter made for a jump towards him but ended up just jumping through him. Now he was free falling and he had no idea where the bottom was. He couldn't see it and for all he knew there could be something nasty waiting for him. He fired a web line at another solid object only for that to go through it.

"Oh come on!" Peter shouted and tried to grab a wall, or what he thought of as a wall. This was solid as he managed to stick to it. "Damn, didn't expect that."

"My world is a world of illusion Spider-Man, you best remember that." Mysterio's voice came from everywhere and yet nowhere all at the same time. "But how about we make things interesting? Can the hero save this person that traveled a little too close to my base?"

A spot light was shown as there was a teenage girl. She was tied up to what looked like a stake, her mouth was gagged as she tried to struggle free. She looked up with terror filled eyes as a giant piece of metal was hanging over her. The rope that was holding it had a small cut in it, and it was breaking under the strain.

"Hey there's no need to go all cliché on me here, and no need to involve others!" Spider-Man shouted out as he tried to get to her. Although for all he knew this was another trick but he couldn't take that chance. As he tried to get there, everything around him would shift and move, blocking his path or trying to attack him as he went. Walls would try to crush him between them, spears would show up out of nowhere, sometimes they would set off his spider sense other times they wouldn't. It was all very confusing to him as it just seemed like the room itself kept moving.

A part of his mind was thinking to make a special Danger Room program like this, but that would come later. He managed to get within reach of the girl but saw he was running out of time. He jumped to grab her and instead he went right through her, it was another damn hologram. Although the crashing behind him, that told him that it hadn't all been a fake. He was starting to get a little sick of this fun house of his, there had to be a way to get him to fight him up front.

"You know I'm getting really sick of you hiding, but for a guy that dresses like you I guess I could say that shouldn't surprise me. I mean I know I dress a bit out there myself, but at least I look cool. Man if I had to wear your outfit, I'd hide myself as well." Peter taunted the villain. "Oh by the way who set this place up for you? It had to cost you a lot to pay someone to build you all this crap."

"I didn't have to pay anyone, this is all my work, my genius!"

"Oh touched a nerve?" Spider-Man asked. "I guess so, but still, I don't believe you. I mean this is some pretty good stuff here, but you honestly expect a loser like you to be able to do all of this? Please, pull my other leg why don't you?"

A large platform showed up suddenly with Mysterio on it. "I will make you eat those words before I destroy you Spider-Man."

"Oh sick of hiding behind the curtain are we?" Peter asked as he jumped onto the floor. Thankfully it seemed solid enough. "So you think you can take me on?"

"If you can find the real me that is," Mysterio chuckled as over a dozen versions of him were brought to life. One of them went to attack him but he felt no danger from it.

"Please is this all you got?" Peter asked but then noticed that when two more attack, both were giving him warnings. He dodged out of the way, although apparently they were pretty good fighters. If Peter wasn't used to fighting tough opponents he would be having some trouble at the moment. Thankfully this guy had nothing on Logan, but still it was surprising. Thankfully he could forget the fakes, but the fact that the real ones and the fakes keep mixing in with each other it got confusing. With his spider sense warning him, but with his eyes reacting to what he was seeing, it was causing some problems.

That allowed a few hits to land and the guy was surprisingly strong, definitely someone who worked out. Well he had had enough of this, he jumped up high and fired a wide blasts of his webbing. He covered the floor and many of the Mysterios there. The ones that got stuck he knew were the real ones. He landed and started to attack them with blinding speed. When he hit them he found out that they were once again, robots. The domes would smash to reveal circuits or the torsos would dent inward as sparks flew out.

When he was done, all of them had been fakes.

"I am getting so sick of this," Peter muttered as he looked around. "Okay think, this place is a dome like the Danger Room, so that means that there is a floor, ceiling, and walls but I just can't see them. There was that stage but I've gotten so turned around I can't find it though."

He looked into the darkness and fired a web line, it continued on until he felt it hit something, even when it disappeared. He grinned, now he had an idea, it would cost him the majority of his web fluid but it was kind of fitting. He kept firing web lines, all of them at different angles.

"What are you doing?" Mysterio's voice was heard from somewhere.

"What any spider does, building a web," Spider-Man said to him as he continued on. Within moments he had created a massive web inside of the structure. He connected them all as he gripped the webbing. After he got bit by that spider he read up on all kinds of things about them. He learned how spiders waited in the webs and when the web vibrated, the spider knew that it caught some prey. Well his webs were not natural but they were pretty close. They were as strong as steel and sticky too. Now he just hoped that he fired the lines tight enough to get a feel for anyone or anything in them.

He made sure to fire into large empty spaces when he could, he didn't want anything else to trip the webs. He figured that this guy must be moving around or something, plus with all the webs it was harder for him to move around. He took a quick moment to refresh his webshooters before he went on.

"Well I applaud you for thinking on your feet but this won't help you," Mysterio said as several more versions of him showed up.

"Oh don't worry I got a plan," Peter said as he dove through the gaps in the webbing. He would use the webs to trap any more of those robot versions. Plus he figured the guy had a limited supply of them anyway. What he was really doing was searching for something in particular, the webbing was just to help him navigate. While everything else shifted and changed, the web remained the same.

His first stop was down, he avoided all and any traps as he finally found what he was looking for. He found the ruined remains of the robot version of himself. That meant that this was the area he came in, and that meant the hole was directly above him. He fired a web line straight up as he quickly made for what he figured was the roof of the place. Although it looked like a vast space, his web line hit something solid. He found the areas solid enough himself, so Peter started to look for the hole. Thankfully it wasn't closed up as his hand disappeared into a gap that he couldn't see.

"Got you now, time to leave this fun house," Spider-Man said as he went back into the hole. He hears Mysterio shouting at him but he just ignored the guy. First he was going to get out of here, and then find another way down. That is, that was his plan until he noticed a ventilation grate. It figured as any underground area would need proper air flow.

"Well, I always wanted to try an Die Hard my way through a ventilation shaft," Peter said to himself as he ripped off the grate.

In his control room, Mysterio was angrily hitting the massive computer he put together. On the many screens there were various camera angles but so far he couldn't see Spider-Man anywhere. Even the ones in the factory above didn't pick him up, it was like he had just vanished. He just couldn't believe that all this time and effort was wasted. If he had somehow escaped then there was no way he would return. At least not return in a way that he could surprise him.

He had to still be here, he just knew it. He looked through all the recordings, trying to see if he had missed it. He leaned forward to try and spot anything that was easily missed. A moving shadow, a slight blur of motion but so far nothing. He knew that Spider-Man went up the shaft but why didn't he come out? Was he still in there? There was no camera in that area so he couldn't tell. Maybe he could send one of his automatons up there, they would be able to check as he could see through their cameras.

He was typing in the commands at that moment to get one of them to take a look.

"Interesting set up you have here," Spider-Man's voice said from behind him.

"What!?" Mysterio turned around quickly only to get webbed up by Spider-Man, who was handing a few feet away.

"Sort of a computer geek's dream in here," Spider-Man commented as he looked around the room. There was equipment all over the place as were cables of all shapes and sizes running on the floors, walls and even the ceiling. In fact he had followed a few important looking ones to find himself in this room. He also saw off to the side a lot of the stolen property that he was framed for. Good luck for him as he would need that to help clear his name.

He then hauled Mysterio off the chair and hung him up in the air like some giant weird looking piñata "Alright let's see just who the hell you are," Spider-Man said as he pulled off the dome. What he found was a pretty average face under it all, of a man who was glaring back at him.

"Well you remember me now?" The man asked.

Peter just looked at him and shrugged, "Sorry, no idea."

"What?!" He shouted out at him. "You still don't know who I am? You captured me!"

"Dude, I do that a lot can you narrow it down?"

The man looked like he couldn't believe what was happening, all this time and effort into getting revenge, and Spider-Man didn't even know his face? It seemed like some cruel joke to him. "My name is Quentin Beck, that doesn't ring any bells?"

Spider-Man raised a finger and took a breath almost like he knew that name and then paused. "Nope."

"I was the special effects man you caught," Beck yelled at him.

Peter thought back, there had been this thing that happened some time ago. There was this movie being shot on a bridge that he had happened to be passing by. They were doing some kind of car scene, well an explosion went off and at first he thought it was just part of the show. Too bad that one of the cables snapped off, that he knew was no movie trick. This was shortly after he had exposed himself to the world, that Spider-Man existed. So he managed to snag the cable and save lives.

Turns out that those explosives weren't suppose to be on the cables like they had been. When Peter went up to check there was this guy there trying to get down. He yelled at the guy and he had a wrench from a tool belt thrown at his head. Well Peter had a feeling someone was off, so he webbed the guy up and brought him to the bridge for the authorities. That was the end of it, he might have heard something about it, but honestly he had been busier with other things that week.

"Wait a minute. That was you, the guy that tried to blow up the bridge?" Spider-Man asked him.

"I was trying to ruin the movie, not blow up the bridge!" Beck defended himself. "The director told me I could finally get a part in the movie. I wanted to act all my life, but then he went back on his word. Said that I should stay in special effects, well I was going to ruin him. They never would have known, I had prepared to make it look like he ordered the placements of the pyros to be dangerous. But you had to capture me before I could finish."

"So let me get this straight, you throw a hissy fit and nearly kill people and because you got caught by me, now you want to get revenge on me." Peter asked him. "Man that's lame."

"List you web swinging-muffmm!" Beck didn't get to finish as Peter webbed up his mouth.

"And you know what, you talk too much. And let me tell you, coming from me, that's saying something." Peter said as he looked around. "Now then, let's see what I can find to clear my name of the mess you made."

**-Much Later-**

A police car pulled up to the abandoned building as two cops got out. Both were males in their thirties who had been on the police force for some time now. They had been a lot busier in recent months however. First was that crime wave with those Siren girls, then that Spider-Man and now with Mutants, everyone was on edge now.

"You sure that tip said that there were trespassers were here Frank?" Officer Max said to his partner.

"Yeah that's what dispatch told us." Frank said looking at the place. "Doesn't look like much but we have to check it out. Most likely it's just kids using the place or something."

"Jeez don't they know how dangerous these places are?" His partner asked as they walked around the building. "I mean remember those kids that were nearly killed when that old condemned house came down a few years back?"

"Yeah, stupid kids, those signs are there for a reason. Hell they were going to tear the place down anyway before it collapsed. Thankfully this place looks stable enough."

It took them ten minutes to find the entrance and a few more to open it. When they got inside they were surprised by what they saw. There hanging from webs was a man in a strange green suit. His mouth was gagged and on the floor looked like some kind of robot in a Spider-Man suit, only it was all trashed. There also seemed to be a pile of items below the man as he struggled in the webs.

"The hell?" One of them said looking at the scene.

"Hey check this out," His partner said pointing his flashlight at a note on Mysterio.

_Dear Police,_

_Here is all the stolen things I found, this guy was using a robot to frame me for the crimes so I hope this is all fixed up. Oh and sorry but I called the media a few minutes after you guys, sorry but I wanted to make sure people knew I'm the good guy._

_You're friendly neighbourhood Spider-Man._

"Wait, the media?" He said reading the note again and then they both heard vehicles coming. "Crap...you better call this in, we'll need to keep them out of here."

"Yeah, no kidding Sherlock."

**-Xavier Mansion-**

The next morning it was pretty much over the news, although Peter was still sleeping. Apparently he hadn't gotten back until very late and was still sleeping. Still, the morning news paper already had the story. So far things were looking up at least. They even managed to catch the special that was about them, this Trish woman was actually doing a decent job of the report.

"Wonder if we'll get to go on talk shows or something after this?" Tabitha asked.

She as well as others were in the living room watching the morning news, normally something that Tabitha and a few others didn't do, but the content was something actually interesting for them.

"You mean like Leno or something?" Ray asked. "Hey you ever thought that he might be a mutant? I mean look at that chin, that can't be normal."

"Oh god not this again," Wanda groaned out. "I got enough of these stupid talks on what celebrity is really a mutant back at the Brotherhood house."

"Hey those were important," Lance said in defence. "If some famous people were mutants, that would get some people off our backs and support us. I mean look at Steve Martin, that guy hardly ever ages. He looks practically the same for years."

"Oh and how about that guy on all the New Years shows in New York?" Jamie asked, although he forgot the name of the guy. He thought there was a joke about him that someone made once that reminded him of that Simpson's episode when the guy melted and he was a robot.

"Oh yeah," Tabitha said as she was remembering the same thing he was apparently. "Oh that would explain magicians, I mean what if some of them were really mutants? That would be a kick ass way of making money with your powers."

"Huh, never thought of that," Lance said thinking about it. "Hey how about that new guy, the one from Las Vegas?"

"Oh you mean that stud Criss Angle?" Tabitha asked remembering that special they had watched once. "God he's gorgeous, he could do magic on my anytime."

"Spare me," Wanda moaned out. She hated these kinds of talks, honestly what was the point of it all? She didn't even know who most of who they were talking about anyway. That was the real reason she didn't care, she couldn't follow along. She missed out on more than just schooling, she missed a lot of culture references too. It was only last week she found out what that show Seinfeld was for the first time. It was times like this she felt so out of touch that it was hard to relate to people.

"So Jamie, where's Spyder? Usually you guys are always with each other." Tabitha asked not having seen the grey skinned girl at breakfast.

"She was really tired for some reason," Jamie said a little worried. "She's been getting tired a lot lately, you think something could be wrong with her?"

"Not sure but you can always have Beast take a look," Lance shrugged. He had no idea if anything could be wrong, then again he didn't know about being sick. When they were sick in the Brotherhood house they just dealt with it. In fact he had never been to a doctor in years, it wasn't until he got here that Beast pocked and prodded him. He had to get needles and everything apparently too. It was all just another reason to avoid seeing anyone with medical training in his opinion.

"So anyone up for going out?" Tabitha asked looking around. "I don't feel like staying here all day."

"Might as well," Lance said getting up. "Kitty is off on her computer again, not sure what she's doing but I get bored just watching her. I could drive us with my jeep anyway."

"Cool," Tabitha jumped up and looked around, "So anyone else up? Come on Wanda, you need to get out more, I mean you hardly left the Brotherhood house and you're doing the same here."

"The outside world doesn't really interest me all that much," Wanda said dryly which was kind of true. She just didn't feel that she fit in with the outside world, at least in here she knew who she was and could just be. She didn't have to put up with the kind of crap she could run into, plus it's not like she had any friends outside of the mansion so why bother?

Unfortunately Tabitha was someone that when she got an idea in her head, it was hard to get her to change her mind.

**-Bayville city limits-**

A car normal car was just entering the city, there wasn't anything special or unique about it. Just you're average car really with only two occupants. One was a grown man, the other was a young teenage girl with long blonde hair. Currently they were driving on their way from New York. The man glanced over at his daughter, she hadn't said a single word to him on the entire trip. He knew she was pissed at him, not that he could totally blame her really. He didn't ask her if she wanted to move away from their home but it just wasn't really up to her. The job demanded it and he was good at his job.

"Look Gwen I've told you, I got reassigned and it's not like I have much choice in it. Bayville needs more experienced police officers with everything going on, and I was sent here to help put things into order." The man said to her.

She just kept looking out the window as though she hadn't heard him at all.

"Besides at least you get a clean slate, or do you think it's cool how you got yourself labelled as a delinquent?"

"Why?" She finally spoke up although she wasn't looking at him. "Afraid it would ruin you're cop image?"

"That's not true and you know it," He told her. "I know things haven't been good between us lately. I'm hoping that by taking this, I'll have more time to be a father. I know I've let my work take over, I'm sorry for that. That's why I'm hoping this will give me less work."

Gwen still looked out the window as they entered the city. So far it looked like any other North American city, nothing really stood out among it. Well on the surface at least, she did notice that someone had spray painted a large anti-mutant slogan on a cement wall. The funny thing was, that a few years away was one that said, _'I want to be a mutant and melt my teacher's brain'_ close by. At least that was unique, and hell, she knew a few teachers she wouldn't mind melting their brains if she could.

"Well at least with all the mutants in this place I'm not a freak," Gwen said thinking out loud. "Hell, I'll be more normal than ever, I wonder what they are like?"

"I want you staying away from them."

"Dad, you know how racist that sounds?" Gwen said finally looking at her dad.

"I'm just saying," he defended. "At least be careful, we hardly know anything about them. I don't want you getting into trouble when I'm not around and I don't know what to make of them. I mean we already seem to have vigilantes showing up and now mutants."

"Personally I think they're cool," Gwen told him and went back looking out the window. She could relate to being the outsider, she had been all her life it seemed. At least she had been long enough to not really remember what it was like, not being an outsider. Still, mutants seemed interesting to her, there was that whole school for them after all. She had watched the news special on them and honestly they seemed like normal teenagers to her. They could just do really cool things.

She would love to be able to do that kind of stuff. Hasn't mankind always dreamed of doing the things she had seem them do? So why was it that so many humans were against mutants? Was it because that someone could finally do what they could only dream of, was it some kind of jealously? Was it that they felt that dreams should stay dreams? Was it because people felt less special about them? Maybe it was also that some people just hated those that were different. She knew that last one personally, which was why she went out of her way to be different. She didn't want to follow the pack, she wanted to go through life her way.

She wondered if she would be going to the same school as the mutants did, that would be cool in her opinion. So it was that Gwen Stacey had something interesting to look forward to in her new life in the city of Bayville.

**-New York-**

In a large spacious office, with marble floors and a large windows that filled an entire wall with Manhattan scenery outside of it. A large man sitting in a specially made chair was watching a news feed. It was so important to him that he used most of the multiple screens there to view the image larger than normal. On it, it showed Quentin Beck in his Mysterio costume being put into a police van. There were many police around the scene.

"_As we are showing you again today's top story,"_ Came the voice of the news caster. _"We apparently have a new twist to story behind the crimes, thought to have been created by Spider-Man, if you are just joining us. We have learned that this man, calling himself Mysterio, who has yet to be fully identified, was the master mind behind it all. Apparently he had created a robotic version of Spider-Man. Although police are still uncertain if the real Spider-Man was innocent of all the crimes, it is looking as though he might have been framed."_

It cut back to the station as the man known to many as Wilson Fisk, but to many in the underworld as The Kingpin muted the TVs.

"Most unfortunate." Fisk said as he sat back in his large custom made chair looking at the silent images.

"So I take it you were behind this man?" Said Norman Osborn. He had been called up to show Fisk any progress with the latest experiments that Fisk was helping to fund, off the books of course. Apparently the crime lord had recently found some powerful backers and they were eager to see some progress as well. He didn't know the specifics, only that he was not to hold back anything.

"Mr. Beck was an experiment of my own," Fisk said to him as he turned to face the man. "Recently I thought, with all these mutants and others with powers showing up, I needed to even the playing field."

"Like with the Hobgoblin," Norman stated remembering the technology he created to be used by Fisk's secret enforcer.

Fisk nodded his head. "Beck's designs were ahead of their time, plus with his criminal record it's not like he can gain lawful employment again. At least nothing like he was doing before hand at least. He might still prove useful for later but I believe that it's time to take things to the next level. Suits and technology can only take me so far. What on your end?"

Norman nodded his head. "The research is going well, Dr Essex and Professor Warren are coming along. They're testing the X-gene and whatever they got from that other source as well that wasn't mutant DNA. But what they lack is the proper catalyst. They have some experiments ready but so far things are not proceeding fast enough."

"A catalyst you say?" Fisk asked him.

Norman nodded, "Yes they need something that they can use to bridge the gap in their research."

"How about a device that would be able to alter human DNA?"

Norman thought about it, "That might work. I take it you know of a place?"

Fisk nodded as he looked out over New York. There was indeed, someone that he had been keeping an eye on in fact. The man thought that just because he was a mutant meant that he was above such things. Well when you employ two known thieves as well as use underworld connections to get what you needed, it was easy for him to figure certain things out. He had a large amount of information at his finger tips. Thankfully that one, a Remy LeBeau liked to brag to pretty women while drinking. The fool didn't know that the woman had been working for him to find out what this Magneto person was up to.

It was time to pay them a visit and to get that machine of his as well. He had just the right people for the job as well, now he just needed the right time to strike as well.

**Next up Chapter 9: Kingpin's Men**


	9. Kingpin's Men

**Sensational Spider-X**

**Chapter 9: Kingpin's Men**

In New York the Kingpin had set up many things in his time. There were the legal businesses that he used to launder money through or for just appearances for his public persona. Then there were the secret areas. Behind the legal fronts where you could find gambling, drug dens, drug factories, prostitution, vices of all kinds and many other things that most New Yorkers never see. There was also on special place as well, a place that he had set up awhile ago in secret to create and train a new breed of criminal. They would be criminals that didn't need guns or knives, that any rival gangs would fear, criminals that would give rise to a new type of crime that no normal power could stop.

The facility was underground and hidden by all kinds of security. Inside of it, was where Norman had placed Professor Warrens and Dr. Essex, together they were helping to build Kingpin's new team of criminals. They had been working here ever since the Oscorp Facility they previously worked had fallen. But now they had the resources to do whatever they wanted to do. And they had been busy so far they had created a few breakthroughs in weapons technology. But the place was also home to those that the Kingpin had found, people of unique skills and abilities.

In the meeting room, a large circular room with chairs facing a large monitor sat most of the people who had been assembled. First was a man known as the Rhino, a large man who had been a former Russian mobster that while in Russia they created a special suit for him. The suit looked like that of a rhino, hence the name he took, and gave him unbelievable power and strength. The suit could also take nearly limitless punishment. After he left Russian he started to freelance his services, he came to the Kingpin's attention recently and was hired on for this team.

Next to him sat a man in a yellow and brown padded suit, this was Herman Shultz, more commonly known as The Shocker. He was a former prisoner and engineer that had created his vibro-shock suit and gauntlets that sent devastating vibrations that could destroy solid walls. He had worked with the Rhino a few times so they were no strangers to each other and had been offered this job at the same time.

Off to the side was a man in a garish ghoul like costume, he only went by the name of Hobgoblin. His gear had been created by Norma Osborn, although none of the men knew his real identity as he kept that gruesome mask on his face all the time. He was already under the employ of the Kingpin as an enforcer used for special tasks. So it wasn't hard for him to be put onto this little rag tag group of villains, since he was being paid for it he would do it.

Paul Norbert Ebersol was also a new face among them, although many in the underworld knew him mostly as The Fixer, the go to guy when you needed special equipment or items created. He had boasted that he could create anything and build anything, as long as the money was right. He even created a suit that was his own invention. A large armoured arm with technology running all over his suit, it looked somewhat futuristic. He claimed he had any tool he could ever want in the power suit. The Kingpin had used his services from time to time and when the offer came for this assignment, Fixer was interested.

He was first a man of intellect and he was always eager to learn more, he had already been looking over the notes on the future project and he said he would cut his normal cost if he was put into working with Essex after the job was done.

The last member of the group hadn't shown himself yet as they were waiting for him.

"How much longer until that Doc guy shows up?" Rhino asked.

"Don't know buddy," Shocker said with his feet up on one of the tables. "Maybe he had trouble dressing this morning, you know it can't be easy to find suits for himself these days."

That got a small laugh out of Rhino knowing full well what had happened to the man.

"Maybe he's doing some research," Fixer stated thinking on the matter. "Although I don't see why he keeps me out of the lab he was given."

"Maybe it has to do with the fact you tried to dissect him?" Hobgoblin grinned at him. "Ever since then he's been touchy around you."

"I just wanted a closer look at how the technology worked!" Fixer said in self defence. Maybe he had come off as a little strong but it was new technology and he liked to be on the cutting edge. You were only as good as last month's advances after all. It was how he kept his edge, by being ahead of the competition for all these years.

The door to the room opened and in came in their last member, Doctor Octavius or as many had taken to calling him, Doctor Octopus. The man been on the run, a freak of nature before one of the Kingpin's agents found him sleeping in an alleyway. The good doctor had seen better days at that point but now he was like his old self again. With of course four metallic tentacles fused to his back. The Kingpin had offered him a place to stay, to get back on his feet and also to continue his research. Octavius also wanted to one day get his revenge on Osborn but he could wait. Little did he know that Kingpin was well aware of this and made steps to make sure that Norman and Otto never met face to face, at least for now.

If Otto outlived his usefulness then he would be dealt with, if Normal needed to be eliminated then he would send Otto, thus showing that he was a man of his word to Otto. It was a deadly chess game but it was a game that the Kingpin knew well.

"Well now that we are all here, I wonder what the boss man has for us?" Hobgoblin asked wondering what the score was this time.

"I wasn't sure but I was asked to make a few devices, kind of odd requests but the specs were good though." Fixer added. "I bet they are for the job, although what anyone wants with a magnetic field nullifier I have no idea."

"A what?" Rhino asked.

"By the sounds of it something that cancels out anything magnetic," Doc Ock told him taking a seat to himself. "Although why anyone would want that is beyond me."

The screen finally came to life as the image of the Kingpin was seen on the screen. He looked them over making sure everyone was here.

"Well now that you are all here let us begin," An image of a device with several crystals were shown on the screen as his voice was still heard. "This device is something that I want you to take. You don't need to know what it does only that you are not to damage it. You are also needed to take any of these crystals as well. The device is guarded however and although only five people should be guarding it, I have an insider among them."

"A traitor in their mist?" Shocker asked out loud.

"A traitor implies that this person was loyal from the start," Kingpin's voice was heard as an image was shown. "This individual has always been one of mine. He was approached by the man in charge of this place, a mutant calling himself Magneto."

"A mutie?" Rhino was surprised at that. "Heard about them on the news, always wondered what going up against one would be like."

"Hey this isn't one of those guys that went up against a giant robot was it?" Shocker asked the Kingpin. He really didn't want to go up against a group of mutants that could do that. Hell, even with everyone here, he wasn't sure they would be able to pull off something like that.

"Don't worry, my spy inside is going to take down the security at the right time. Then after joining you, you all will use the device the Fixer made to nullify Magneto. He is the most powerful one there. Go in, take the device and get away."

Several more images showed up, looking like they were taken by pictures from inside the facility. "Memorize these faces, and their abilities because you will go up against them."

**-Magneto's Research Base-**

Currently Magneto was looking over the new data for the device in his private office. The machine that Sinister built for him to give powers to normal humans was coming along. He had good success rates with single people, but he wanted to create a massive amount of mutants. If mutants were the dominant species then they would be the ones in charge and not the humans. Since mutants were born from humans he didn't see it as a problem to just create more mutants from humans themselves. The only issue was that he couldn't find any more of the special crystals.

The same crystals that he had used in Asteroid M to enhance mutants and turn them to his side were very rare. They were the key to the device as well, even if he could recreate the device he still had a limited number of crystals to use. He also ran the risk of damaging the crystals if they were not used properly. That was why it was a slow process, for each person the device needed to be 'tuned' to them or he was told it would be fatal. He didn't want to know how Sinister came about that, most likely through his own experiments.

Still, even though Magneto was a brilliant man himself, even he was stumped by the data. He wasn't in Sinister's league in intelligence for this kind of thing. He might need to ask for outside help as Sinister claimed he didn't know how to make the device work on more than just one person. There weren't many people that could even understand this device let alone improve on it but he wouldn't stop here.

In another part of the facility in the main control room, Pyro the Australian fire using mutant was currently bored. That was never a good thing, things tended to burn when he was bored. It was a good thing that Magneto had a tendency to make his bases out of a lot of metal it was harder for him to burn things that way. So far Pyro was just watching the monitors, no one was in looking around outside the base, no one in the sewer system all was quiet.

"Isn't there anything we can do?" Pyro asked the only two others in the room at the moment. They were Sabretooth and Gambit as they were just passing through the room. "I mean isn't there something the boss would want us to destroy?"

"Nothing yet but knowing him he might have something planned for later." Gambit shrugged. It wasn't like Magneto told him anything major anyway. He was only here for the money, it wasn't like he was 'loyal' to Magneto or anything. In fact if things got too much to his disliked he planned to cut and run at the first moment.

Sabretooth just growled in annoyance to the younger mutant. He didn't know any better than Gambit, even though he had been working for Magneto one and off for years. The man liked to play his hand close to his chest. Well that was fine with him, he didn't really care. So as long as he got paid and saw some action now and then, he was happy. Although Pyro did make a point, it was a bit too dull. He was thinking of taking some time off soon and see what he could find to do. Maybe screw with Logan a bit more, he knew where the mansion was after all, plus there was that Spider-Man and the other one. He had gone with Magneto to recruit him and he ended up getting humiliated.

He grinned at the thought of hunting down that guy and making an example of him. Maybe take the mask as a trophy.

In another part of the base Colossus was walking down one of the many halls. He didn't like this place but it kept his little sister safe. He had just checked in on her and she was sleeping, that was good. After having to flee from Russia, they had nowhere they could go. He hated the jobs that Magneto made him do but what could he do? They had been alone and on their own and Magneto had helped them. Although as soon as he could find a place for his sister and find a way to support her he would leave after paying back what he owed.

He was a man of honor and he couldn't just cut and run when he felt like it.

It was also always very quite in this place, there weren't many people actually here. It was kind of creepy at times when it was like this when it got late. Although you couldn't tell time in here, when you knew it was night though the place just seemed different. He tried not to think about it, he was going to check on the entrance as it was his turn to do a walk around to ensure nothing was out of place. Even though it was a secret base, they did have to keep an eye out in case someone found the place. He didn't think it was possible, they were underground after all in the middle of one of the busiest cities in the world.

So it came to a complete surprise to him when the explosion happened. He had been on his way to the main entrance when it had blown up from the outside. If he had been closer he would have been caught up in the explosion rather than being thrown back by it. He landed pretty hard on the floor so it took him some time to get back up. Plus his ears were ringing from the explosion so he managed to armour himself up before something else happened while he recovered.

"Did you have to blow open the door?!" Fixer yelled out as the criminals made their way in. "I would have opened it without telling everyone we were here. It was only a possible ten digit code that would have only taken me a minute to crack it."

"This way is more fun," Hobgoblin told him as he walked in. "Oh look the Tinman is here. Who wants him first?"

"I'll take him, they say he's strong and I want to see just how strong he is," Rhino said as he charged him like the animal he was named for. Colossus managed to get up just as the other man rammed into him. They both went through the metal wall nearby and kept on going.

"Well since he's busy let's continue on shall we," Doctor Octopus said as the criminals continued on in the base.

By this time everyone in the place had heard and felt the explosion. Pyro was looking through the cameras but they didn't show anything. That was when Sandman and Black Cat showed up. They were wondering what was going on and yelling at the Australian mutant to explain as he was the one that was on watch.

"Look it's not my fault, look here and see for yourself!" Pyro shouted out as he pointed at the monitors. "There is nothing showing up on them."

"That makes no sense," Sabretooth snarled out and then sniffed the air. "We're not alone, I can smell several people coming."

"Well dis is surprising," Gambit said to himself. "Who would be crazy enough to attack Magneto?"

"I get the feeling that we'll find out," Black Cat said to him. She knew that the base wasn't very large and that a lot of the hallways led right through here. Then she felt the place shake a bit and thought the enemy was already coming but she noticed Magneto floating into the room. That explained the shaking when he was pissed everything metal had a tendency to go nuts.

"Will someone let me know what is going on here?" Magneto demanded.

"Someone got inside but we can't see who," Sabretooth told him.

Magneto narrowed his eyes as he went to the computer, he moved Pyro out of the way with a gesture as he looked at the images. He scowled as he imputed his master code and took a quick look into the security system. He saw what was happening in a moment and quickly brought up the real images. Now the screens showed what was really going on. Magneto turned to the others in the room.

"There is a traitor in the room," he stated looking at them all. Sabretooth he had figured that if he was going to betray him, the knife would be thrust into his chest, not his back. Pyro didn't have the brains to loop the video like that. Colossus wouldn't go against his word, plus the image he saw of him fighting what looked like a giant Rhino told him that. Gambit might sell him out but he wouldn't still be here, he would be long gone when this happened. That left only two that were still here. Black Cat and Sandman, they were the only ones left and both were once fully human.

Sandman never left the base but Black Cat on the other hand, she left all the time. There was no telling what the woman was up to. He quickly gestured having made up his mind as the metal on the floor ripped itself out of place. They pieces wrapped her up as he held her in the air.

"What is this?!" She demanded.

"You are the most suspicious one here," Magneto told her. "You've hardly been here long, you go out alone all the time, what do you do and who are you meeting?"

"I do have a life you know," She said struggling, she knew she couldn't get out but there was always hope she might slip out.

"I will deal with you shortly," He told her as he placed her against one of the walls. He turned to the main entrance as the Kingpin's group stormed into the place. Magneto didn't waste any time in using his powers on those entering the large room. Many of them already had metal either in their suits or like Doctor Octopus, metal that was attached that caused them to fall flat onto the floor.

"You dare enter my base?" Magneto looked them over. "Humans too by the looks, you will tell me who sent you and why you are here."

"Any time now Fixer," Hobgoblin said as his weaponry was pinning him to the floor.

"I'm trying," Fixer snapped as he tried to reach the device he was told to build. It had a limited charge and wouldn't last for long. The device was clipped to his belt and thankfully when his suit was pulled to the ground, he hadn't landed on top of it. It was a bit of an odd reach but his fingers finally touched the device. He grinned as he pressed the activation, there was a small hum as it came to life and suddenly they were freed.

Magneto didn't know what happened, normally he could feel his powers, it was like a constant awareness he had like you could feel your hand. You knew it was there but you didn't notice it unless you concentrated because you were used to it. So when his powers suddenly felt 'numb' he was shocked and surprised by it. He didn't understand what was happening only that he couldn't get a grasp on his powers. The criminal team didn't waste time in acting.

"Someone get me out of this," Black Cat yelled out as she had fallen from her place on the wall but was still wrapped up in metal. The others however were already busy with a fight to really do anything for her though, although it wouldn't be much of a fight with them being outnumbered.

Pyro tried to sent a large flame at them, only to have Shocker blast the fire away with his sonic vibrations. Hobgoblin threw a razor bat-like boomerang that cut Pyro's cables that led from his gauntlets to the gas tanks on his back. The red haired mutant quickly pulled off the tank, he might be able to control fire but he wasn't fire proof. He threw the tanks away in case they caught fire before he was hit by another blast from Shocker, sending the mutant into a wall.

Gambit was dealing with Fixer, while Sabretooth was trying to fight off Doctor Octopus, it wasn't an easy fight between them. Sabretooth was fighting like an animal but the Doc's metal tentacles were stronger and faster than the feral mutant.

"Hey you, get off your ass and do something," Sabretooth yelled at Sandman.

"Sure thing," the ex-criminal grinned and turned his arms into sand and making them huge. But he didn't attack the criminals instead he sent a large amount of sand to attack both Gambit and Sabretooth. They were literally washed away by the torrent of sand as they were being buried under it.

"You," Magneto said to the man.

"Yeah next time, do your research into who you hire," Sandman said before slamming a giant fist into Magneto. Even before he became Sandman, he had been a criminal and he worked for the Kingpin a few times that he knew about. He kept his mouth shut while in jail to show he was loyal and when he got out and Magneto picked him up for this, he was still working for the Kingpin. He was secretly telling the criminal mastermind everything he could about this place. He had been the one to make the tape loop on his last time being on watch alone.

Although he was grateful for the powers, the Kingpin had been his boss for longer and that man actually scared him a bit. He knew he was made of sand but if anyone could figure out a way to kill him the Kingpin would.

After they made sure that Magneto and his people couldn't move against them they had little time. Fixer placed his device near Magneto as they hurried. Its limited range meant he couldn't take it with him and once the power failed, he still didn't know how long they had which meant they had to hurry. They ran to the lab area where they would find the device and the crystals, thankfully Magneto never thought about internal security, he always thought that he could either take care of things himself or no one would ever get past the door. Well he was paying for his hubris at the moment.

"Hey where the hell is Rhino?" Hobgoblin asked looking around. "We could use his help lifting this thing out of here." He gestured to the machine it kind of looked like that chamber from the movie The Fly, only slightly larger and more metallic and without a see through door. The crystals were in a cabinet not far off, the others were already taking them.

Large thumping sounds were heard nearby as they were doing this. Obviously they now had a feeling where the Rhino was at this point. Doctor Octopus and Sandman went to get him and deal with whatever was keeping him. They only had a limited time to work here the others were already disconnecting the machine and getting it ready for transport.

Rhino was still fighting the metallic mutant the young man was very strong and very sturdy he soon found out. In fact he was giving as good as he got, because both of their bodies were practically indestructible it was the force of their punches that would be the deciding factor. Rhino had to protect his exposed face of course but he had his size to help him with that as the other guy wasn't as fast. They were currently locked in a contest of strength to see who would win out, but it looked like Colossus might have the edge in strength.

Then a metallic tentacle wrapped around Colossus' neck, although he didn't need to breath in his metallic form it was a surprise. Three more of the metal tentacles wrapped around him and threw him through one of the metal walls and proceeded to throw him around like a rag doll until he slammed the young mutant head first into the ground and buried him up to his waist. It would take some time to get himself out of that one.

"Now that, that is taken care of would you please meet the rest of us in the lab?" Doc Ock said to him. "We are on a limited time table and we can't afford to play around."

They made their way back to the lab where they had finished disconnecting the device from the computers and power sources that ran it. Hobgoblin had already started to place the explosive charges on the floor. They took cover when they were ready and a chain reaction of explosions set into a circle pattern went off. A large hole was formed and the smell hit them very quickly afterward. Apparently there was a large sewer pipe that ran under this facility, that would be their escape plan as it branched off in several directions. Rhino picked up the device easily enough as he jumped down with it. The other followed suit as they made for their mistake, although there was a few that grumbled about the smell and how they would have to change after it.

But they were being paid a lot for this job and they could handle some smell and laundry, still it was pretty disgusting.

Back with Magneto and his people in the main room, they were still trapped in hardened sand. That is until that is, the device that have been nullifying Magneto's powers died. As soon as that happened he felt his powers going back to normal. With all the anger he could muster he used his powers on the metal below him. With great force he made the metal rip up and shred apart the sand. With that done he freed the others as he went to the security monitors. He saw the hole in the lab and cursed loudly. Now he knew what they were after, it was the whole reason for this base to be built was to house it.

"Sabretooth!" Magneto yelled at the mutant. "Track them down, follow them and find out where they are going and report back."

With just a growl the feral beastman ran off, he didn't like losing a fight and he got the chance, he was going to rip someone's spine off if he found one of them. Magneto turned to the others and realized that Black Cat was still tied up. He released her, who was not too happy about any of this.

"So I'm the traitor huh?" She said angrily to him. "I can't believe you thought it was me!"

"A misjudgement," He only said to her not apologising in the slightest. He had more important things on his mind other than the feelings of one of the people working for him. "It was either you or Flint Marko. It would seem I choose wrong."

"You're damn right," She growled at him, she didn't like to be manhandled like that. She turned and headed for the exit of the base.

"Where are you going?" Magneto demanded, he needed everyone here for when Sabretooth got back.

"I'm going out," She yelled back at him. "I need some air and to think about my current employment because if I can expect this kind of treatment again you can be sure that I won't be sticking around for much longer."

Felicia walked right out of the room her head held high, she made her way to the entrance or what was left of it. The elevator to the surface still worked apparently so she easily road it up. She rubbed a few places that were sore from where the metal had been a bit too tight. She would have a few bruises that's for sure. As soon as she got to the surface she headed for the rooftops, she always loved moving over the roofs at night. She felt totally free in these moments but she made her way to a certain alleyway that she was supposed to get to.

When she got there, a large dark limo was already there waiting for her. She walked towards it as the door opened. She slid inside and sat down and looked across at her employer. "It's done but you should know that he sent Sabretooth to follow them."

The Kingpin nodded, "I expected as much. Good job by the way, helping Mr. Marko with the security."

"Easily enough and now that Magneto thinks I'm on his side I can get access to a lot more information." She stated proudly. The little gambit of the Kingpin was very good, Sandman goes off as the traitor and she's the innocent victim of Magneto's paranoia. Now everyone would think that only Marko was the traitor when in actually they both were. Now the Kingpin had both the device and still had a spy within Magneto's group.

**Next up Chapter 10: The Plan**


	10. The Plan

**Sensational Spider-X**

**Chapter 10: The Plan**

**-X-Mansion-**

Peter was taking a nice relaxing moment in his room as he was looking up the news on his laptop. He was looking to see if there was anything more on the Mysterio thing, but only that the police had tied that man to all the crimes. Of course Spider-Man was still wanted for questioning at the very least.

'_Yeah like that's going to happen,'_ Peter smirked at the screen. _'Honestly do they really expect me to just walk in and answer all their questions? Most likely they'd want to take my mask off as well. Oh well, at least people know that I'm not a criminal, well most people."_ He scowled as he read the Daily Bugle web page. They were still determined to drag his name through the mud it would seem. Honestly one of these days he would have to have a talk with that editor of theirs. He seemed to have a personal grudge against him.

'_But honestly, what did I do to the guy? It's not like I trashed anything of his in a fight at least I don't think so. Did I put a relative in jail or something?'_

He was also looking through the Spider-Man forums, he still got a kick out of that. Many people had so much to say about him, some were guessing who he was, not that they were even close. He even found sites that had stories about him, sure they were mostly author insertions, a few were pretty adult content too. Some were just really sick or bizarre that he had to wonder what was wrong with some people.

Well after a little searching he shut it off, honestly he didn't want to spend too much time on the computer it was too good a day. Plus he and a few of the guys were heading over to the mall for some fun. There was a new store he wanted to check out too, Rogue was hanging out with Kitty and Jean anyway.

He left his room and then he noticed someone down the hall, it was Kurt and he mentally groaned. This was something he knew he had to deal with but it was like pulling teeth for him. But Kurt had been really weird around him and honestly he needed to put this to rest. Maybe he could just get this over with quickly and that will be all.

"Kurt man," Peter said to him.

"Oh uh, hey man," Kurt said not making eye contact with him.

"Yeah..." Peter said not sure how you went about this. "Look man I know that things are a little awkward but do we have to keep this up? I mean you knew I was dating her and all."

"Yeah I know," Kurt said scratching the back of his head. "But zhat is zhe kind of zhing zhat I don't vant to know. I mean she's my sister, I don't vant to know zhat."

"Trust me we're in no hurry to let anyone else know," Peter said looking around. "You can imagine what that would cause and we already got in trouble with the adults anyway."

"Vait, zhey know about zhis!?" Kurt hadn't thought of that, he was still getting used to the idea that his sister and Peter were intimate. He hadn't thought about what if the adults found out. Now he was thinking just how they found out. Xavier was a telepath so could he have picked up on something? Did Logan smell them? He had heard that sex makes this musky smell but he had never thought about it before. Or had someone walked in on them?

It was something to think about at least, after all he had a really good looking girlfriend and they weren't at that stage that Peter and Rogue were, at least not yet. They hadn't talked but if they did want to take things further how would they go about it without someone knowing?

"Yeah, right after the first time too," Peter muttered to himself. Maybe it was best to get it out of the way instead of sneaking around worried about being caught. At least being caught by the adults, they still were being careful not to let the others know.

"Vell...it's just vierd knowing is all," Kurt said as he got back to what they were talking about. "Do you love my sister right?"

"Of course dude," Peter said almost insulted he asked that. "I mean it's not like I go around with girls, hell she's my first girlfriend and well, first a lot of things. So yeah I love her, I wouldn't have gone this far with someone if I didn't."

After all with the way he was raised by his aunt and uncle, he was fairly a straight arrow kind of guy.

"Sorry man I just had to ask you know," Kurt told him holding up his hands.

"Okay I can get that," Peter sighed and then paused. "So...we good now?"

"I guess, it just vasn't zhe best way to learn for me. I just don't vant to know what you guys do alone."

"Deal," Peter smiled at him glad that this was going well. "You know I was afraid you'd be all over protective of something."

"Vhy? She's older than me."

Peter shrugged, "Not sure but I had a lot of things that could have gone on. I thought about you talking about the evils of sex, maybe the whole protective thing or even violence or something. I'm knew to the whole dating and everything that comes with it. I mean I'm still waiting for Mystique to show up at some point and you know I'm not her favorite person."

Kurt winced at the mention of his biological mother. Peter had exposed her identity when posing as Rogue's best friend at school. There was no telling what she was thinking of, especially if she found out Peter and Rogue were sharing a bed sometimes. Although he still wasn't sure how he felt about his biological mother, he did know that her views on parenting were not what you would call anything normal. Now that he thought about it, would he have to worry for Amanda now? Suddenly Rogue having sex with Peter wasn't all that bad in comparison.

"Oh man now I'm zhinking about vhat she might do vith Amanda..." Kurt got a worried look on his face.

"Oh...right...damn well I'm sure that you got nothing to worry about," Peter told him trying to assure him. Although personally he hadn't thought of that, Mystique was pretty unpredictable and didn't seem to like humans since she was working with Magneto. Well she hadn't done anything since Amanda and Kurt started dating so maybe it was okay? Or maybe she just hadn't gotten around to that yet. Damn this was a major problem that could develop.

"I zhink I'll go visit her," Kurt ported out of sight.

"Well...that was an experience," Peter muttered as he sighed and turned to walk when he nearly ran into Wanda. She was glaring at him and for a moment he was wondering what she was pissed at until he suddenly remembered. "Oh crap I forgot."

"You forgot," Wanda said flatly.

He had been helping her in her studies and he was supposed to have been helping her with her math today. He didn't both to look at his watch, if she had to come find him then he had to be late. "I kind of had been busy lately, you know with Mysterio and I kind of had a personal issue that I needed to take care of?"

"With Kurt?" She asked neutrally, she had seen part of the conversation as she had spotted him.

"Yeah...how much did you hear?" Suddenly he had no idea just how long she had been there listening to them.

"Something about Mystique."

"Oh that," He tried not to show too much relief it might make her wonder what else she had missed. "Mainly it's just that we suddenly thought what she might do. I mean he's dating a human, and I'm dating her daughter, well one of them now apparently with that new girl the Brotherhood had that she adopted."

"Sandra," Wanda nodded remembering the somewhat pale girl. "So you're worried that Mystique might come after you or Kurt's girlfriend?"

She didn't sound totally convinced to Peter. "Well it's just something we're a little worried about. I mean she's not exactly pro-human and with me, well I'm pretty sure she still might be pissed at me for blowing her cover."

"She might be at that," Wanda had mixed feelings about Mystique. On the one hand she took her out of that hell that was the mental hospital. Then introduced her to Agatha who helped her learn to control her powers, well mostly control her powers that is, she still had some issues. But looking back, she knew that she was nothing more than a tool to be used, at least that's what Mystique mostly had thought of her. Wanda didn't like being thought of as something to be used and possibly thrown away. She had issues about being thrown away from her father as it was.

"So I know this is me being sorry but is there anything I can do to make it up to you?" Peter asked hoping to her back to the studying.

She frowned as she thought about it then grinned, "After you help me I want ice cream."

"Sure I'll just get some from the kitchen."

"No, we're going out and you're paying." She crossed her arms daring him to say no to her. This was her way of making him pay more than just one way. Plus she did like ice cream, she hadn't had it in years and it was summer so it was the perfect time for it. Plus she needed to get out now and again, she did like all the space in the mansion but sometimes she felt too confined and she hated that.

It brought back too many bad memories.

Plus Peter was one of the nicer guys here that didn't treat her like she was some kind of lunatic with a hair trigger. It wasn't all of them, but she could sense the weariness in some of them, not that she could blame them. Every time she really got pissed things would go wrong and she had a short temper sometimes. She wasn't exactly a people person either so it was hard to make friends.

Tabitha tried at least and Wanda was thankful for it.

Peter scratched the back of his head, he was late and it was how she would accept his apology. "Alright, that's not a problem. So, library?"

Wanda nodded as she led the way.

**-Lower Levels-**

Spyder sighed as she swung her legs back and forth bored, she was currently sitting on one of the beds in the medical lab as Beast was running some tests on her. She had been feeling drained a lot lately so she had finally decided to see if there was something wrong. She was starting to regret that choice. She had been through so many examinations for the past hour that she wasn't sure if there was a medical test she hadn't done yet. She answered all his questions, but honestly she just hoped it wasn't anything serious. She would hate to have something like some rare disease or something to show up in her body. Then again, she had been living on the streets for a short time; she could have picked something up.

That was a scary thought to her, but then she had a full medical check up when she first got here and there was no sign of anything so it couldn't be that. Maybe she picked something up in the forest or something? Well whatever it was she just hoped that Mr. McCoy could give her something for it. She was sick of feelings tired all the time.

She heard him coming back and looked up. "So anything?"

"Well it's not viral, bacterial or infectious," Hank told her looking down at the clipboard with the results.

"Uh..."

"That means you're not sick," he chuckled at seeing her perplexed look. "Tell me have you been using your electrical webbing a lot lately?"

"Well, more than I used to," Spyder told him thinking about it. "I mean I'm trying to get better at using it. You know better aim and trying to learn how to control how much power is in them."

Hank nodded as he thought about it, "Well that might be why you're so tired, your body supplies the energy needed for your webbing and you only have so much energy. Although I'm not sure exactly how your body works in that regard, most likely you build up a charge like an electric eal."

"Eww, you mean I'm like one of those slimy water snake things?" Spyder wasn't sure how to take that. Those things were ugly and nasty looking to her.

"Well only in the electrical ability, you're still more like a spider in that regard." He smirked knowing that she would like that better. Although working out how mutant powers worked was still fairly new. There was still so much to learn about mutants and how their bodies worked, as every mutation was different in some way. There were similarities, such as telepaths usually had certain parts of their brains active. But then you get into the more exotic or rare types of abilities.

Scott's eyes was such a thing, his body both absorbed and then his eyes had changed in order to release that energy. Although thanks to some brain damage from his childhood his mind didn't have the control for that power anymore. Then you get into the more physical changes like himself and Kurt. Every new mutant gave him new insight into how nature could create all types of new surprises. It was one of his hopes to one day make a medical journal that would help revolutionise medical science, especially for mutants.

"So if I cut back on the webbing I might not be so tired all the time?" She asked him.

"Try that out for now and we'll see how things go," Hank told her. "I still have some blood samples to look through but I'll let you know if I find anything else."

"Cool," she hopped off and landed onto the ground as she walked out. She was thankful that it didn't seem to be anything major. She could take it easy with her powers if that was all it would take. Feeling better already she grinned as she got into the hallway and ran to the elevator. Now that that was out of the way she had to make up for some lost time. Maybe she should hit the pool, a nice swim in that cool water would be just what she needed. It was too bad that Benny Connors was taking a vacation with his family he and Jamie were always fun to hang out with.

Oh well, maybe she could find someone by poolside. Or maybe they might get some new kids soon. After all, the place was kind of quieter without Rahne and Jubilee. She frowned at that, she still missed them although she wasn't close they were still friends. She knew that many of the others felt the same, there was hope that one day they could come back but at the moment no one knew how long something like that might take to happen.

She passed by the library seeing Wanda being tutored by Peter again, she didn't want to get in the way. Wanda needed help given how far behind she was. Spyder kind of knew how the older girl felt, all her life she had been home schooled by her uncle since she couldn't pass for a normal person. She looked at her watch and frowned. That was something she had to think about.

When school started up again would she use the holowatch to look normal or would she get rid of it and go to school as she really was? She wasn't ashamed of being a mutant, hell she was proud of it. She liked being able to stick to walls and shoot out electric webbing. Having super powers was awesome, sure there were downsides to it all. The major one being how people reacted to mutants at times, thankfully there were some humans that were all for mutants.

Most might already know she was a mutant when she and Jamie went back to school, so it wasn't like anything could be any different. Would people accept her more if she looked more normal? It was something she would have to think about thankfully she had all of the summer to think on it. With that she ran up to her room to change and get to the pool. Since learning to swim she found that she really liked it.

**-Court Yard-**

In the court yard there was a four on four game of basketball going on with a couple of people watching. It was mainly a girls versus boys with Scott and Paul who was visiting, against Rogue and Jean. Taryn who had come with Paul was sitting on the sidelines watching the game with a smile. She had been with Amanda but Kurt came out of nowhere and asked to talk to her alone. They had done that teleport thing and Taryn made a mental note never stand near Kurt when he did that again. The smell was horrible, Kitty who was sitting with her told her that you eventually get used to it, well kind of got used to it, were her exact words.

So far the girls were ahead, it didn't help that Jean was a natural athlete and since Rogue's upgrade with her encounter with Venom, left her physical abilities even better than a normal person. Scott was very fit but Paul was still only average and he was more of a baseball player. Paul was already panting and fighting for breath, Scott was winded as was Jean, Rogue seemed to be in the best shape out of them all.

"Okay, tell me you got some kind of mutant power that can get us to win," Paul joked to Scott.

"You know it's only my eyes," Scott told him and held up the watch on his wrist. "With this on me I can't even use them, not that I would. It's not a toy and it's not people friendly."

"Sorry man I meant it only as a joke."

Scott sighed, "Yeah I know, sorry but it's a touchy subject. We learn to use our powers for good reasons not for personal gain. Remember all the trouble Jean had when she was found out?"

Paul winced, that had been unfair. Jean had been kicked off all the teams she had been on and all the trophies were returned because people thought that Jean had cheated. It was really unfair, Jean wasn't the type to cheat, at least that's what he thought about her. But that didn't stop some people apparently.

"Okay I admit it," Jean said to Rogue as she dribbled the ball. "I'm a bit jealous."

"Of what?" Rogue asked not sure what she was getting at.

"You, I mean I train my ass to get in shape and you're hardly winded." Jean smirked at the other girl.

Rogue was actually floored by that comment, ever since she got here Rogue had been the one usually jealous of Jean. The 'little miss perfect' of the school, Jean, who had the best grades, great looks, great at everything and had Scott's attention even before they were dating. So when Jean actually said she was jealous of what Rogue had, it was a shock to her.

"Yeah well, given how ah got them from touchin' a psycho with a livin' suit that was apparently 'jealous' of meh because of Peter and was out for revenge, ah wouldn't want ta do it again." Rogue commented.

"Point taken," Jean said as she watched Scott and Paul plan out their next move. "You know we never did find any trace of that thing once it got off that Eddie person did we?"

"Oh god don't bring it up, please. Ah really don't want ta go through that again with that thing," Rogue asked her. "Ah got nightmares for three days after ah touched it."

"That bad?"

"It was just so...alien, so non-human. It freaked me out actually," Rogue told her. She really didn't want to touch anything like that again in her life. The experience did help her but she was trying to forget how it felt. "Ah think they're ready."

"Yes, go wide I'll handle Scott," Jean smiled as she charged at her boyfriend. She could see that Scott was already planning a few move ahead but she had one thing that he wasn't counting on. It was kind of cheap but she would make it up to him later. She stopped just in front of him as he prepared for where ever she tried to move. Thankfully she was wearing a tank top as she leaned forward a bit.

Normally she would never even think of this but she had been thinking of taking a few more risks since that night in the woods from Tabitha's advice. She knew that Scott could see down her top if he looked, he was fighting it but she was looking at his eyes. Then just the moment his eyes shifted down she passed the ball to Rogue. The other girl easily caught it as she moved around the tired Paul and jumped up and actually dunked the basket.

"Yeah you go girl!" Kitty shouted out laughing.

"Wow, wish I could do that," Taryn remarked in fact even Jean had trouble with that and she was pretty tall and could jump.

"Okay that's it," Paul leaned over in defeat, "That's it for me man, I'm spent."

"Yeah you've looked better." Taryn remarked seeing how sweaty he was then again some of that was from the heat of the day too.

"That was low," Scott remarked quietly to Jean as he came to her.

"I know, promise I'll make it up later," she whispered to him and suddenly Scott didn't find too much fault with it. Then again he shouldn't have looked, hell he had seen her naked a few times by now but he just couldn't help himself. How could he not look after all?

"Man you guys make me tired just by looking at you all," Kitty giggled.

"So what now?" Paul asked. "And can I get a drink, I think I'm dying of thirst here."

"Maybe we should go out for something then?" Taryn asked them. "There's still plenty left in the day to do and honestly I feel like going for a walk."

"Going for a walk, man I'm not sure I can even move at the moment," Paul smirked.

Scott walked to him and patted him on the back, "Come on, we'll get some cool drinks and after that you'll feel better. I think we should go out, spending too much time at the mansion can't be good. Plus I think some of the others have already left for the mall anyway."

"Oh man that would be great, all that cool air in this heat," Paul said with a smile.

"You coming Kitty?" Jean asked her.

"Totally," Kitty replied to her, "I mean Lance is working on his jeep. Xavier got him some new parts and he's fixing it up and I don't like getting all dirty plus he's having fun with that. And I'm getting bored with hardly anyone here."

Jean nodded and looked to Rogue, "You coming too?"

"Well..." Rogue thought about it, normally she did hang out with Kitty mostly but not much with the others here. But what the hell, she could use some time away from the mansion anyway and she really didn't know much about Taryn and Paul. They handled the mutant thing pretty well considering and so it was good to have some friends outside of the mansion. So Rogue shrugged, "Alright, just let me change."

Jean looked down at her sweaty sportswear, "Good idea, think I'll follow suit."

**-New York, Fisk Tower-**

Wilson Fisk was in his office looking at a video feed of the device he had just stolen being installed. It hadn't been too easy to get it installed and transported but in the end he was sure that it was worth it. Plus he now had Sandman working for him directly, the man's abilities would be very good for his future plans. Although the Fixer was being put to work with the doctors, he could live with the change. Maybe one more person would help round out this group of criminals.

He had to admit, no one else on the face of the planet had a team of criminals like this. Together they're power was nearly unmatched. Although he knew exactly what could match them. He pulled up files on a computer nearby, in it was a list of all known super powered individuals. Both known mutants, suspected and others. Some of them he might be able to buy their services such as those with known criminal records. Times were changing it seemed and it was time to change with them. He would need more and more of these special people or even offering them more power and wealth.

He already had a few people in mind for when the device was working. Turning normal humans into super powered criminals was just the first step. The main thing would be something that would allow him entry into the Hellfire Club, an organization that would increase his power hold into far more than just the criminal underworld.

In fact his guest should be appearing any moment now. It wasn't long until the doors opened and a tall, developed figure of a woman, dressed in all white showed up. Her shoulder length hair was perfectly done, she radiated power, sex appeal and cunning. She was a dangerous woman, he knew that but she was also his link into the Hellfire Club.

"Miss Frost, welcome," Fisk told her as she sat down with a grace most people didn't have.

"Mr. Fisk," Emma Frost nodded and looked to the monitors seeing the device being built. "I take it that this is what you wanted me to see?"

"Indeed," Fisk started up a program as he explained what the plan was with the visuals that went alone with them. "This device is able to alter the genetic code of any living person, it has already been used to augment humans with super human abilities."

And image of Black Cat before and after the use was shown. "As you can see this woman was given augmented physical abilities."

Now it was an image of Sandman, before and while using his powers, "This is the more extreme changes that can develop. My team feel they can take this even further. What would you and the Hellfire Club say if you had the ability to augment mutants? To make them even more powerful than they were? New powers or even enhance their existing powers?" He cast a look at her, although he did applaud how well she schooled her features, he caught the slight movements of her body that told him she was indeed interested.

"I know that there are mutants in the Hellfire Club and power is a great thing to someone in their position. Imagine what they could do, or even you could do with greater power."

"I must say you do make a tempting offer," Emma allowed a small smile to play on her face. "This certainly would be interesting to the Inner Circle. But does it work? That's the thing I want to know before I take this to the Inner Circle."

"As yet it is untested," Fisk admitted to her. "But I called you here only for an introduction. Mainly to wet your appetite for things to come my dear, even if it doesn't work on mutants you can still use humans. Now imagine that as the new bio weapons of the new century? Super human mercenaries, custom built to take on any problems. You can just imagine the arms race that would produce and I'm offering the Hellfire Club to get on the ground floor."

"That is very profitable," Emma nodded as she thought about it. "It would be an untapped market that we could monopolise for years before others managed to make their own way. In fact many countries have already tried to make super soldiers but with little to no real success. And the few that were, well as far as I know only a handful are even still around."

"Ah yes I remember a little of that myself, although I'm sure that I don't have the full information like your group does," he said to her with a nod. Everyone knew of the only true success such as Captain America, the man that had fought in World War II, but had disappeared near the end of the war. There were rumors of a German counterpart, someone named the Red Skull, but his body had never been found. He knew that other groups had to be making more attempts but as far as he knew, he now had the lead in that field of research.

"Do you have any test subjects in mind?" Emma asked.

"Indeed I do," and image showed up of a mansion that Emma knew of very well.

"Them?"

"Let's just say that they cost me in the past and I aim to collect," Fisk looked at various known images of the X-Men were shown. He knew now that the female team called the Sirens had to have been from there. The images and powers were exactly what Bullseye reported before being shipped off to some government prison. Plus they had attacked Norman's facility and spoiled that research as well. Now all it would take was to take just one of them for testing. But he wouldn't go to them, no, not this time. This time he planned on making his prey come to him when he was ready.

**Next Up Chapter 11: The New Girl**


	11. The New Girl

**Sensational Spider-X**

**Chapter 11: The New Girl**

-Bayville Mall-

Bobby, Tabitha, Roberto and Ray were hanging out at the mall, it was called something, but since it was the only real mall in Bayville everyone just called it 'The Mall'. You said you'd meet at the mall and everyone knew what place you were talking about. Thankfully it was a really decent one too. But best of all was how nice it was to be in the mall in the summer. The cool air conditioning felt great after sweating it outside.

"So, any ideas on what to do now?" Ray asked looking around the place. No new stores had shown up but maybe some new items came in. He was looking for some new CDs as his old collection that he started when he joined the mansion got trashed when the mansion was attacked. He managed to save some but others got damaged as his room he been one of the ones that had been damaged in the attack. He was still pretty pissed at that.

"Well let's just see what there is to do," Roberto said as he shivered a bit. "Man it always seems really cold when you get out of the heat and into a place like this."

"Tell me about it, I think I got a few goose bumps," Tabitha said looking at one of her arms.

"Eh, it's fine with me," Bobby said smirking.

"Says the boy that turns to ice." Ray muttered. It was kind of unfair how Bobby could handle the cold so easily and even the heat he could take a bit better.

"Hey it wasn't all good," Bobby told him. "When my powers first started to show up, I was cold all the time. Nothing I did I could get warm, it was like living in a freezer. Thankfully I'm used to it now and can control things."

"Yeah, first times a power kicks in it's freaking scary. I nearly pissed myself when I threw out electricity for the first time. I had no idea what was going on or what was happening to me." Ray admitted. They never really talked about the first time their powers manifested. Mainly because many mutants were freaked out by the experience, it could also be embarrassing or it wasn't something they liked to remember.

"Hey how about we hit the arcade?" Bobby asked. "I heard they got a few new machines in."

Tabitha shrugged, "Sure why not, I want to see if I can beat whoever has that high score on Dance Dance Revolution anyway."

"You're still at it huh?" Ray asked although he guessed that answer. Ever since she got top score she was proud of that. Then someone beat her score and she had been trying to beat it ever since. She got close but whoever it was seemed to get the score slightly higher whenever she got near it. Tabitha was convinced that whoever did it was toying with her.

"I will be queen of that game again." She told him and he wasn't sure if she was joking or being serious. She then sighed, "Man I wish Jubes was still here, I mean she and I were always good at doubles on that. Amara is okay but Jubilee was really good."

"Yeah we all miss them, still sucks but at least we haven't lost touch with them," Roberto commented. Rahne and Jubilee always giving e-mails and chatting online with anyone at the mansion, it wasn't the same as them being here but it was the best they could do.

"Oh great looks like the freaks have come out of their home," A boy a bit older than them stated when he saw them pass by. "Why don't you muties go back to where you came from?"

"Great just what we needed," Tabitha sighed, she really wasn't in the mood for this crap today. "A perfect example of redneck racism right in our faces."

"What did you say?" One of the boys said angrily.

"You heard me," Tabitha challenged him. "I mean what other than a red neck would say crap like that to someone's face or that stupid. Go back to where you came from? First off, real original, and secondly where would that be? It's not like mutants hail from some mysterious land, because if we did I sure as hell wouldn't want to leave to get this in my face."

The boys with her looked at her surprise, sure she had always been outspoken but there was a hint of venom behind her words that normally wouldn't be there. What they didn't know or think of was her last relationship had caused a bit of a change in her. She didn't like pushy boys anymore, not after Max. And these guys just reminded her of him a bit too much in how they were towards them.

The largest of the group didn't like being called that, mainly because his father came from the south so she kind of struck a nerve there without knowing it. Plus he didn't like mutants anyway and any excuse was good enough for him.

"I can't believe that I get forced to move into this town and it's riddled with morons like this," A girl stated who had been listening in on things.

Everyone took notice of the girl, she was about the same age as Tabitha, only with long straight blonde hair She had on black leather pants even in this heat and a black vest like top that showed off her arms and midriff. She was also carrying a matching black purse too. She also seemed to wear a lot of jewellery herself, mainly on her wrists and fingers. She also looked very confident and didn't look impressed by the boys that were hassling the mutant group.

"What are you another one of _them_?" one of the boys asked her.

"_Them_? Wow that seemed vague can you narrow it down a bit?" The blonde stated. "I mean do you mean a girl, teenager, student, or something?"

"A mutant, you do know that is what these freaks are right?"

The girl looked at the New Mutants for a moment, her expression was kind of unreadable and the young mutants weren't sure what she was thinking. They were surprised when she just shrugged her shoulders at it and faced the bullies again. "So? I've been curious about mutants since they were shown so this is perfect for me. I mean I keep hearing all these things about mutants."

"They're dangerous, they don't look human, stay away from them, you'll be a mutant too if you stay too close, they're radioactive and will give you cancer." She sounded bored as she listed off all the things she heard.

"What?" Bobby never heard that last one before. "Oh come on radioactive? That's the dumbest thing I ever heard of."

"Isn't it?" The strange girl said to him. "Plus I don't get why all the hostility. I mean haven't people for all of time have dreamed of doing things like flying, going faster than normally possible and all kinds of things?"

"I mean what is it? Jealously that they were picked over by nature or whatever decides who gets what at birth, over yourself? I mean so what if someone was born with the ability to read minds or something? Everyone is born with unique talents and you don't have to be a mutant to be unique."

"Someone could be super strong but then what of the so called normal human that is smarter, or more agile or paints like a genius? I believe that everyone is special in their own way and to discriminate against someone just because they have an ability you don't just seems really lame and stupid to me. I mean before mutants people hated others because of skin color, or religion or their beliefs. We still do, it just seems like hating mutants is the thing to do lately for bigots."

"I'm sure as soon as its seen as normal humanity will start to hate others for some reason."

Ray leaned over to Bobby as they had been silently listening to this girl talk. "Dude, who is this girl?"

"Don't know man but I think I already like her," Bobby smirked at the scene.

Although one of the bullies seemed to have enough of the mouthy blonde as he walked right up to her face, towering a couple of inches over her head.

"So what are you some kind of mutie lover? Maybe we should show what we do to those as well as the freaks." He said darkly to her.

"You want to know who I am? I'll tell you," She smiled at him. She quickly pulled something out of her purse and a spray went into his eye He cried out as he felt to his knees his eyes burning. "I'm the girl with mace."

"You bitch!" One of them yelled as he knelt to this friend. "You think you'll get away with this?"

"Why not?" She said putting it away. "My dad gave me this in order to protect myself and as a cop's daughter I can say that I was legally within my civil rights to defend myself. I mean the crowd only saw this guy being menacing towards a girl who maced him. Who do you think they'll believe, him or me? Plus like I said my dad's a cop so add that in too."

They could see mall security was starting to take notice and the boys decided that they might have had enough for today. They really didn't want to get tangled up into this, at least not with so many people around. But they would remember this and her face in the future as they quickly left the area to find something to wash their friend's eyes out with.

"I think we better move before the mall cops get too close," Roberto really didn't want to have to explain anything about this. Sure they were the ones being hassled but he really didn't want to take the chance on it getting blown out of proportion.

"I think I agree with that," the girl stated as they all started to move through the crowds. Thankfully it was starting to get busy so it was easier to get lost in the crowd. Soon they found themselves a slightly isolated corner as they looked around. "Well I think they lost us but now we have to duck down for the rest of the day just in case."

"Was all what you said true back there?" Tabitha asked the other blonde.

"Which part?"

Tabitha shrugged, "Any of it."

"Well I don't know if I was within my rights to spray the jerk, I was just bluffing that part. My dad is a cop but if he found out I was using this when I didn't have to, he might just leave me in jail for a few hours to think on it."

"Still that was pretty awesome," Bobby stated to the new girl. "I haven't seen you around here before."

"I'm new, my dad and me just moved here recently from New York. Which explains why I'm carrying this stuff around I wanted a stun gun but my dad said not until I'm older or something like that. Yeah, like this stuff can stop everyone."

"Well glad to have you here, I'm Tabitha by the way. This is Bobby, Roberto, and Ray."

"Gwen Stacy," She said giving her name with a small smile as she looked around. "So is there anything to do in this town?"

Bobby grinned, "Oh I think we can show you a few things."

"Well then lead on," Gwen stated.

**-Elsewhere-**

Peter had to admit that ice cream in the hot summer made it seem a lot better. Currently he was with Wanda getting her the ice cream that he promised after their study session. He had to admit that she was coming a long way pretty fast given all that she had missed out on. So far she was getting close to completing her mid-school education. It would take some time but by next year she might be ready for high school education. Although if she would actually take it or not he had no idea as she was still a bit of a mystery to Peter. It wouldn't be easy going into high school as a freshman at nineteen.

Maybe it would be best to stay with the mansion she seemed more comfortable there and it was hard enough being a high school student these days. Add in mutant and her age and well, it was like placing a 'kick me' sign on her back. Which would be a very, very bad idea, hell, it was the reason no one ever pulled any pranks on the gothic girl. They were a bit afraid of what she could or would do.

But looking at her now, eating an ice cream cone she just looked like any normal teenager.

"I never pictured you as a vanilla type of girl," Peter said to her. "I was thinking more of a rocky road type."

Wanda made a face, "I could never stand that, Pietro was the one that liked that stuff."

Peter had to ask something that had been bugging him for awhile now. "Okay I got to know. Is there anything similar between you two? I mean you're the only pair of twins I met and yet you two are totally different in what seems every way. I think beyond having the same eye color I can't think of a thing."

Wanda rolled her eyes, "Just because we're twins doesn't mean we're the same. Although a lot of time has gone by since we were both kids but we were always different from each other. Why do you care anyway?"

"Well it's kind of silly but honestly being an only child makes you wonder what it would be like to have siblings." Peter shrugged. "I mean my parents only had me before they died and I was pretty young."

There was a pause in the conversation at that point, it wasn't an easy topic for either of them. Surprisingly it was Wanda that decided to break the silence first, looking at her ice cream.

"I barely remember my own mother as well," She said as she thought back to those long nearly forgotten memories. "I was pretty young when she died so I don't remember much. I don't even remember any pictures of her that my father kept around. That seems strange to me now but I don't know what their relationship was really like."

"It sucks huh?" Peter asked rhetorically. "I mean I'm glad I had my aunt and uncle and they were the closest things to parents I've had. But it's not really the same."

"Your aunt is pretty nice," Wanda admitted. She kind of reminded Wanda of Agatha only not as stern and also more open and warm. She had never really known anyone like May before, it was kind of nice.

"You know I think coming here, despite being attacked by robots and all the other stuff, has been good for her." Peter smiled and saw her confused look. "Well if it was just me, not only would I worry about her but I wouldn't want her alone. I mean even at school I was worried about her, she goes home to an empty house, alone with nothing but memories of Uncle Ben."

"I mean I know I lost him too but it's different for her," Peter lost his smile for a bit. "I don't know what it's like to lose someone that's been a part of your life for so long like he had been. That's why I like seeing her here. She's a lot happier these days, I think because she feels more useful helping out with the mansion and everyone."

Peter was thinking that maybe coming to the mansion was the right move after all. When he first showed up here he wasn't sure about the whole thing to be honest. Telling his aunt everything and living with a group of people that he didn't know in a whole new city was a big step for him. But overall it worked out very well, he had a lot of new friends who he didn't have to keep secrets from all the time. That got very stressful when you had to lie to those that were your friends, although he still hadn't told MJ or Harry about the Spider-Man thing.

He just figured that, them thinking he was a mutant was good enough.

His aunt was a lot happier here, plus there was also Rogue too. He never thought that he would fall for a goth girl, okay he did think they were kind of hot normally, but honestly he was a geek, well maybe a nerd was better given his smarts? Either one would fit him but what were his chances of a hot girl liking him? Of course he had to go fall for the girl that can't touch either. Man it just seemed that he could never do things the easy way. But he figured out a way around that little problem.

But all in all, despite a few setbacks things worked out well overall.

While looking at Wanda he had to wonder, what would her life be like if she had stayed with the Brotherhood? Most likely they would be 'enemies' but honestly he felt it would be more because they were just on opposite teams than anything meaningful to it. Although her brother was still with the Brotherhood, how did she feel about that?

"I know that family can be important," Peter started up a little slowly. "And I can understand why you hate your dad, with good reason I might add, but have you talked to your brother? I mean I know you two don't seem to get along but he is despite everything your brother."

Wanda thought on that, it was true that she didn't get along with Pietro but he did save her life with the sentinels. He was her brother the only family that she could possibly have left that she could stand. The fact was she did kind of miss him was something else she knew deep down that she was feeling.

"Maybe," Wanda didn't like to admit any of this. It had been years since they had seen each other before their reunion. But it had been anything but heartfelt in fact she had blamed him as much as father for leaving her there. But while living with him he had tried to make up for things, plus he had argued his own defence of that day.

He had just been a child himself, what was he to do against their father? Plus he was still coming into his own powers and he hadn't even known where the place was or even remember the name of the building she was in. Even if he wanted to get her out of there later, he had no idea where to look or how to find her. Plus their father and ditched him too eventually. Although for some strange reason he kept crawling back to him, for some kind of approval.

Wanda didn't care about any approval from her father. He abandoned her and that was the end of their relationship. With Pietro, well she wasn't sure about. Maybe there was something to still be saved from it but they were now on opposite sides again, and yet again he took their father's side to things.

Peter could tell this was a heavy issue for her and he didn't want to push her into anything that she wasn't ready for. "Well it's not like you have to get a good relationship going, all I meant was just keep in touch at least and take things from there."

She sighed, it kind of made sense to her. There was a lot of history both good and bad between them. But if there was any kind of chance for at least some small thing that could be repaired, well maybe she at least should try.

She smirked at him, "Since when are you so insightful anyway?"

"Hey I am a pretty smart guy you know." He smiled at her.

She smirked at him, "Says the guy that runs around in red and blue long underwear in the summer heat."

"Hey I'm fixing that with a lighter set," He defended himself. "Besides it's great in winter and fall. It's a fashion statement I know but I think it would really catch on."

"Always with the jokes," Wanda shook her head.

"Hey if I didn't make jokes I'd explode from all the stress," Peter grinned at her.

Wanda snorted and then actually let out a laugh at that, the fact she was just got a mental image of a serious Peter and his head exploding from stress.

Little did they know that another group was making their way close by to where they were. Across the street were Scott, Jean, Paul, Taryn, Rogue and Kitty. They were currently just walking towards a place that they knew where they could get something refreshing. They could have just stayed at the mansion but they needed to get out. Plus after everything going on, it was good to get out like normal people again.

Not everyone knew their faces from the news thankfully but they did get looks. It was something that everyone at Xavier's was learning to deal with. Jean especially had to keep her mental walls up, stray thoughts were bad enough but when they were about her or the others by strangers, well things could get very disturbing. Plus given how crazy things had gotten, it was nice to just relax for the summer. Most of the rebuilding was finished, no more people had been after them in awhile, so with things relatively calm they were going to take advantage of it.

Plus this was the summer before school started up again everyone at the mansion wasn't looking forward to that. Jean hadn't even talked to any of her friends from Bayville High other than Taryn. She was worried that who knew how many would turn away from her just because she was a mutant.

"God it's like too hot out today," Kitty sighed.

"Weather said it would be a pretty hot week." Jean told the shorter girl, "Although we are supposed to get some rain soon."

"I hope Miss Monroe then let's it happen, the yard is starting to turn all brown because we can't use the lawn sprinklers this week." Kitty knew that in weather like this you had to conserve water, and the mansion had a very large lawn. She was doing a quick calculation in her head just how much water could be needed for something like that. She stopped herself, mainly because it was just too hot to really think about it.

"Well we're not far at any rate," Paul suggested feeling the heat. Maybe walking was a bad idea at least with a car they might have had some AC as they got here. He looked to a store that was on the other side and something caught his eye. He looked a bit more closely and noticed two people sitting over there in one of the outside tables.

"Hey isn't that Peter and that other girl I've seen around. You know the one that's also a goth?" Paul never got to know Wanda very well. He had only seen her around and never talked to the other girl. She wasn't exactly seemed to be very approachable.

They looked and sure enough, there was both Peter and Wanda eating together. Sure Peter tutored Wanda but this was the first time they had seen the two of them alone in something that wasn't school related. Then the oddest thing happened, Wanda actually laughed at something Peter said. She couldn't remember the last or first time she had seen Wanda actually break into laughter.

Sure Peter liked to joke around but they seemed to be having a good time. And she also felt her stomach twist into an ugly knot. A bitter taste entered her mouth at the scene, she shook it off. She knew Peter and trusted him, she was just being silly. Wanda was apparently a friend, it's not like she had anything to be threatened about. But that didn't stop the fact that he was sitting at a table with a girl that was similar to herself, and they were alone and having a good time.

It was stupid but she couldn't stop feeling a little jealous.

"Hey should we go over to them?" Kitty asked.

"They look kind of busy," Rogue stated to them. Truth was she didn't want to find out anything she might not want to know and she might say something without thinking. "Ah don't want to intrude."

She started to walk on to the surprise of the others but she didn't care. She trusted Peter, she did and she kept telling herself that. There was nothing to be worried about, it was just that this was her first relationship ever and she had no idea on how to deal with some issues. But Peter was a good guy, he wouldn't do anything like what she was thinking about. In fact that small part of her mind that kept thinking about it, she told it to shut the hell up.

Normally Rogue would consider that yelling at yourself in your mind, might seem insane but she already had the phantom minds of a bunch of people already in her head. Technically she could be already called crazy because of that.

"Hey what gives?" Kitty asked her catching up to her friend. "I mean you look kind of out of it."

"It's nothin', just thinkin' stupid thoughts." She told her thankfully the others were a bit too far behind at this point to hear them.

Kitty gave a knowing smile, "Feeling jealous he's out with another girl huh?" She saw Rogue's surprised look. "Oh please you think you're like, the only girl who felt like that? Whenever Lance it out with Tabitha doing something I don't like, but they both like I feel the same thing. But I totally trust him and I know she wouldn't do something like try and stealing Lance from me."

"So don't sweat it, you know what he's like and I doubt that Wanda is the type to try and take someone's boyfriend." Kitty was pretty sure on that last point. Wanda never really showed any interests in boys but she didn't seem the type to try anything like that too. Besides, maybe Peter wasn't her type to being with. She sighed maybe being a telepath like Jean would have been more helpful in these matters.

She could ask but Jean had that rule of never going into someone's mind for personal reasons. Maybe that was the reason that jerk Duncan was able to date her for so long before Peter showed her what he had witnessed. But looking at Rogue, Kitty could tell that this still bugged Rogue a bit deep down.

As for Rogue she just wanted to put her stupid feelings aside and forget what she saw. She just got over an argument with Peter, she didn't need to start another by saying something stupid. Now if it had been that Black Cat shank, she would feel more justified in her feelings. That was someone that she hoped to never see again.

"Hey wait up you two," Scott said as they caught up. "Man you okay Rogue, you kind of took off back there."

"Ah'm fahne, just wanted to hurry and get to where we want ta go. It's just too hot out to stay out for too long."

"Thank you," Paul said out loud. "Someone that agrees with me."

Scott case her a look but she was looking straight ahead, he mentally shrugged. If she wasn't going to say anything else he wouldn't push it. He knew her well enough that she didn't respond well to being pressured. He just hoped that whatever was eating at her wasn't anything too major or he might have to push.

**Next up Chapter 12: Growing Pains**


	12. Growing Pains

**Sensational Spider-X**

**Chapter 12: Growing Pains**

Peter and Wanda were walking back to the mansion it had been a pleasant afternoon between the two of them. All in all it had been a good afternoon between them. Peter felt like he got to see a small part of Wanda that she didn't let most people see. In a way she was a lot like Rogue, touch on the outside but on the inside not as much. They both put up strong fronts to the world and didn't want anyone's pity that was for sure.

"Well that was fun," Peter said to her as they got to the main gate.

Wanda nodded it had been nice, she really didn't out much and usually it was with Tabitha and the others that joined in. In fact things had been relatively nice lately she hadn't felt this relaxed in a long time. She literally couldn't remember when her life had been this likable. Maybe when she was a kid but her memories of that time were a bit hazy. Maybe she had been happier in those times but when she really tried to think about them, she only came up with bits and pieces.

"It was nice," She commented.

Peter smirked guessing she was still learning the fine points to being social. "Well if you ever want to go out don't be afraid to look around for someone to hang out with. And if you want you can be sure to call on me. Well you know when I'm not out swinging about or having some private time with Rogue."

She smirked and nodded. "Fair enough."

"Good because...whoa," Peter stumbled which normally wouldn't really happen to him. Ever since his change he had super human balance but now the world started to shift slightly. He hadn't really aware he was falling until he felt someone grab him and holding him.

Wanda had seen him sway and then started to fall thankfully she was right next to him and had managed to catch him before he fell to the ground. She wasn't sure what happened, he had seemed fine and then all of a sudden he started to collapse. She had to shift him slightly to get a decent grip on him despite his lean frame he was heavy for her. Even though she was getting physically stronger from all the training here, it was hard for a teenaged girl to hold up someone that was slightly larger than her.

"What's wrong?" She asked him trying to get him sturdy.

"Not sure," Peter groaned out, "Although I might throw up if this goes on."

"Can you at least help me get you to the front door?"

Peter looked up he could see it but it looked very far to him. He had no idea what was wrong with him only that he really felt like crap at the moment. He tried to get his legs to move, they were like jelly to him, but he could feel the ground on his feet. He tried to help Wanda support his weight. He felt really light headed, almost like he was in two places at once almost like he was seeing his own body but wasn't. It was a really weird sensation but he had to try.

"I think I can just make it." He said to her.

She nodded her head, "If you throw up on me I'm dropping your ass just so you know."

He gave a weak chuckled as they made their way to the front door. Wanda cursed at how for once there was no one around. She looked at Peter, he looked a bit pale and was he sweating that much from before? It was hard to tell with the heat. Was it heat stroke or something? She wasn't sure she didn't know what the signs were for that. She helped to walk/drag him to the front door, she they could make it there, then there were chances she could just yell and someone would find them. It seemed to take forever but eventually she got to the front door. Holding him in one arm she managed to open the door and dropped him onto the floor.

Peter was vaguely aware of her shouting out and he thought he heard running feet. Next thing he knew he felt weightless, most likely he was being carried. That was the last thing he knew before he blacked out.

**-Later-**

By the time Rogue got back everyone had pretty much split up. Taryn and Paul had left for their own homes and Jean and Scott wanted to stay a bit more in the down town area. Most likely looking for something for a little alone time between them, in an impromptu date, so Rogue and Kitty didn't want to get in their way for that. Kitty went off in search of Lance, not all that surprising to Rogue, so she just went in and decided to go to her room. There was a nice book she was in the middle of.

"Rogue!" a familiar voice yelled out to her. Both girls turned to see Spyder running towards them. "Did you just get back?"

Kitty and Rogue could tell that something was really bothering the young girl. "Yeah, why? What's goin' on?" Rogue asked her.

"It's Peter, he got really sick and he's in the infirmary!"

Rogue's eyes widened, that couldn't be. She had just seen him not long ago and he looked fine. She ran off without a word or saying anything leaving the other two behind her. On the ride down the elevator she kept wishing the thing would move faster. It seemed to take forever to get the sub basement level.

Rogue went to the medical lab as soon as she could. She knew the way well enough having spent enough time in there herself. She found McCoy and May looking over Peter, he looked like a mile of bad road to her, he had seen better days. She walked over as quickly as she could. "What's goin' on? Are ya all right?"

"Not sure but I feel like crap," Peter said to her. "You'll have to ask the doc."

Rogue looked to Mr. McCoy who wasn't sure to be honest. "It's too soon to tell but I've already drawn some blood samples and I'll look through it all. Right now I'm trying to keep his temperature down."

Rogue took a seat next to him, he was sweating a lot. "Can ah help?" She asked Mr. McCoy.

"Use that to keep him cool for now," Hank pointed to a small towel in a large dish of water that May was also using.

Rogue went to work as she got the cloth wet and started to wipe the sweat off Peter's exposed skin. He had his shirt off as some monitors were attached to his chest. She was really worried about what was going on with him. He had seemed totally fine earlier today, had he eaten something, was this some kind of virus or something? There were a million things going through her mind.

She looked up to May who looked just a worried maybe more so, Peter was the last member of her family as far as Rogue knew. The woman had also lost her husband fairly recently so something like this had to be making the poor woman nearly wanting to run up the walls. The door behind her opened and she thought it might be Spyder and Kitty. When she turned she was surprised to find Wanda there carrying a couple of glasses of juice or something.

Rogue gave a questioning look as Wanda walked over and handed it to May.

"Thank you dear," May said taking the drink. "I didn't want to leave just because I was thirsty. Here you go Peter." She helped Peter to drink it down as his throat was getting dry and to help keep him hydrated.

"Thanks." Peter said when he was done.

"No problem," Wanda said to him. Although she was worried she tried not to show it. It had all been so crazy when he nearly fell face down on the way back. She had been helping out since they got him down here.

Rogue watched on not saying anything but that little green monster was trying to claw its way back up from the back of her mind. She knew it was nothing but some small part of her was asking questions, questions like why the girl was here all the time and why she was helping out so much. But she didn't voice it, now was not the time and she had something more important to worry about.

**-That night-**

Peter sweated as he felt like he was burning up inside. His rips felt like they were bruised or something and he felt worse. He would have thrown up if he had anything left in his stomach, he had already done so an hour ago. After that he had felt a bit better but now whatever was going on with him he felt worse. Dr. McCoy had set him up with an IV drop to keep his body hydrated as he couldn't really drink much at some moments.

It was a long night for him but thankfully somewhere around three in the morning things settled down. He soon fell into a deep sleep, he wasn't even aware he had fallen asleep until he woke up. He looked around and the lights were on, so did that mean it was day? It was hard to tell down here as there were no windows. But at least he didn't feel like total crap, whatever had hit him seemed to be going away. Maybe he could even eat something, he felt a bit hungry but nothing major, a small snack might hit the spot.

He heard the main door open and smiled seeing Rogue walk in. She looked like she hadn't slept much herself, he really hated making her worry. So he put on his best smile as she got closer. "Hey there, come to visit?"

"How ya feelin'?" she asked.

"Honestly? Better, not sure what happened but I felt like I just went ten rounds with a sentinel." Peter stretched out, a few joints popped from lack of activity. "I might actually feel up for some breakfast."

Rogue gave a small smirk, "It's past noon," she informed him glad that he seemed to be feeling better.

Peter blinked at that information. "Wow, I was out that long? No wonder I feel hungry since yesterday."

She hesitated for a bit before telling him the rest of it, "Peter, ya been asleep for over a whole day. It's Thrusday today."

Okay that was something he didn't know, it had been Tuesday when he got sick. So he had been out all that time? It was no wonder she looked a little ragged she must have been worried all this time. Most likely that the only reason she hadn't been in here with him, and aunt May when he thought about it, was that Beast would have kicked them out to get rest themselves. But still, he had been out for over a full day!?

"Was I really out for that long?"

"Not really, ya were kind of out of it for a bit. Kept going from bein' asleep to awake and talkin' about, well ya weren't makin' much sense."

"So no change there huh?" He joked.

She punched him in the arm lightly, "Don't joke about this…please," She said as the worry was back in her eyes. "We were so worried…I was worried." She whispered out as she took a chair next to his bed. "It got real bad sometimes, you looked like ya were going through hell and I couldn't do anything to help."

He reached out and touched her hand, "Hey you were there when I needed it. I may not remember but the fact that you were there for me means a lot to me."

She gave a small smile as she squeezed his hand back. Everyone had been worried, especially those closest to Peter. May and Spyder most of all, she would have to tell them that he was back to feeling better soon. Both of them most likely hadn't slept much like herself she would bet.

"Ah'm surprised Wanda was helpin' out so much, ah didn't know you two got close." Rogue had been thinking on this while worried for Peter. Sure she knew logically that there was nothing to worry about, but that stupid part of her mind wouldn't leave it alone. She needed at least to ease any fears then she could finally move on from it.

Peter didn't know what came about this change in conversation but he just shrugged, "Not sure myself. But you know how she likes to keep people at arms length. I think she's just afraid to trust others given what her father did. Not that I can blame her, in fact she kind of reminded me a bit of you."

"Me?"

Peter nodded, "Yeah you used to be a bit like that yourself only I guess it was more for protection from your powers were also a reason for it." He thought back to when he first met her. "I could always tell that you kept people at bay but I thought that I could also see how lonely that made you. I guess that's why I could relate, I only had a few friends in this world before coming here. Then when my powers kicked in and Uncle Ben...well you know. I just felt like there was no one in the world I could turn to and I had to take care of everything on my own."

Rogue had to admit that he made a good point she had been lonely most of her life. Told to keep covered and to be careful around others her entire life. How in high school she got even lonelier and decided to just become a goth because it seemed to fit her mentality. She did like it, don't get her wrong it was her style after all. But everyone wants someone at sometimes. Being alone all the time makes you feel isolated from the world, like you have no place in it, that no one cares.

Maybe it helped make her feel more cynical about the world because of it. But everything had changed when she joined the X-Men. Not at first, but slowly things had changed. She had friends and love in a way that made her actually enjoy her life. For the first time she felt that she was actually happy with how her life turned out. Given that now everyone knew she was the mutant, and the slew of enemies, that really made it seemed kind of messed up that she was actually happy with things.

But she was and she wouldn't change a thing as crazy as that sounded.

Thinking of Wanda, she could see where the other girl was coming from. Alone all that time, at least Rogue knew she had her freedom and Irene. Wanda had less than that, okay now Rogue was starting to feel both a little silly and kind of crappy about her suspicions about Wanda. It wasn't really fair as the girl had to have more trouble making friends than Rogue did.

"So why did you want to know?" Peter innocently asked.

"Nothin' important," She assured him which she realized it wasn't important. "Ah was just surprised ta see her here. You two don't hang out much but I guess she likes your company for some reason."

"For some reason?" Peter smirked at her. "Hey then why are you hanging out with me then?"

Rogue shrugged, "Maybe I like nerds."

"Hey I'm a geek not a nerd, see no glasses or pocket protector," Peter gestured to himself actually making Rogue smile and nearly laugh at how silly he could get at times. "Besides if she hadn't been there with me I might have had to crawl my way home. She had to drag me all the way to the front door before someone noticed."

Rogue hadn't known that, she was going to have to thank Wanda for helping Peter the next time she saw her. Plus maybe it was time to get to at least try to get to know the other girl. After all there were hardly any goths in this town, so maybe birds of a feather and all that stuff. "Well I got to get goin, but ya need anything?"

"Maybe something to read, day time TV sucks." Peter said pointing to the small TV that was hooked up into the ceiling.

Rogue nodded her head, she knew all too well on that. She tried the soap opera she saw once but couldn't understand what was going on, or why everyone's acting was so strange. Game shows weren't really her thing, mostly reruns too. Thankfully Xavier had a few movie channels so that had helped the few times she ended up here. She would swing by his room and get a few of the books he liked to read.

"Ah'll let the others know that you're feeling better," Rogue said as she leaned down.

"You sure about this, I might be contagious," Peter only half joked as he honestly had no idea what was going on with him.

"Ah helped to wash some of ya when you were heatin' up. Plus if ya were then I doubt Mr. McCoy would let anyone in."

"Ah good point," Peter smiled as she continued down and kissed him. For some reason he felt a bit better after it as he watched her leave. Now he just had to think about what was going on with him. He just hoped it was nothing too serious.

**-Beast-**

Hank got into what he liked to think of his office, it was where he kept all the files and had some work equipment here for when he needed to go over data. However this new case of Peter's was stumping him. It was mainly due to the fact that Peter was unique in the world of medicine. It was hard enough to deal with mutants and the changes to their bodies. But mutants were the result of the x-gene, Peter didn't have that so would any research into mutants be applicable to him? Mutant medicine was a new and growing field with new discoveries all the time.

It was literally an ever changing and evolving field of medicine. That made it very exciting but also led to some frustrations as any number of things could go wrong and what you normally did in medicine to help someone, might not work on a mutant.

Hank felt that whatever was going on with Peter, he would need some help. It was too bad that Curt Connors was with his family were on a small vacation. He wasn't sure where he was at the moment, but he sent an e-mail to him with the problem. Hopefully he would get in touch at some point in the future. But there was someone he could consult with. He had met her originally when he first met Xavier, actually he had met her through Xavier.

He looked at the clock the time difference was a few hours for them but hopefully she would be working. He turned to the computer with the large screen and the camera on top of it. He opened up a chat program with video options and waited to see if he got a replay to an invite he sent. It took only a minute before a window on the screen showed up. On it was a red headed woman with glasses, she looked like she had a long night.

"Oh Henry, what are you callin' me up at this time?" She said in a noticeable Scottish accent.

"Moira," Hank nodded his head at her, "I was wondering if I could get your help with a medical problem."

She raised an eyebrow at that, "Oh, and what might that be?"

"I'm sending you the data so far," He had everything in a zip file already prepared for her as he sent it to her. He saw her working on opening the document and decided to fill her in as she read through what he sent. "As you can see one of our students is a bit more unique. He's not actually a mutant. He doesn't have the x-gene but in fact was totally human until not long ago. He was changed on a genetic level."

He could see her expression change to shock and surprise as she looked at the data. "I can see that now, good god what happened to him? I mean I can see a bit of the change in this DNA samples."

"The first is when he was first here, I took another sometime later and I just took a third sample not too long ago." Hank explained to her. "He seems to be suffering from something but I don't know if it's viral, bacterial or something genetic. So far testing for the first two is negative but I haven't tested for everything. If it's genetic then I could use your help, I can only do basics with that here."

"Good idea you called me up," Moira was still looking at the DNA and then frowned. "What is this? I'm not certain but there is something odd like something was added in."

"Yes apparently he was bonded with a bit of DNA of a spider," He said and saw her look up sharply at him. He knew what she was thinking as he chuckled. "Yes I know, bonding human DNA with animal is supposed to be impossible but then so is being able to do everything I see every day here."

"I can certainly see your point," Moira smirked as she was in charge of a mutant medical research facility. The entire place was designed to be a place to help mutants whose abilities and powers caused them trouble. Or those that were unstable as she looked for a way to help them. It was a tough job but someone had to look out for those that needed help. "But still, have you checked to see how much of his DNA was altered?"

"I can only guess at the moment, I didn't have a sample of before the change. I do think that some of the useless junk DNA of his was swapped out or altered. Plus I don't have the computing power to make a full check."

"I'll get on that."

"Good but careful how you label the research," He warned her. "This is a sensitive matter and it would be best that there are no records that name any names." Given that their own records might have been taken when the military looked the place over after the attack, there was no telling what they had taken. Thankfully the backup files were still intact but the main ones had been either damaged or missing. Well thankfully he had the hindsight to not use Peter's name in the files. When he wanted to keep the secret of Spider-Man, McCoy had made a fake file for Peter while making a real one named only 'Subject X' for it.

"I hope it's nothing but you can never tell with something like this," Hank sighed.

Moira nodded her head, "Aye, that's for sure."

"How's Rahne doing?" Hank asked her.

"She's...well she misses everyone," Moira sighed herself. "I know that she loved it there but Charles assured me it was a safe place. After what happened I had to pull her out, at least for awhile just to be sure she's okay. I know she doesn't like it but as her mother I have to look out for her."

Hank nodded his head, "I know and it's not an easy choice no matter what you did."

"Thanks," Moira looked a bit more tired at the moment. Truth was ever since her adopted daughter came home things had been strained between them. Rahne resented being taken away but Moira was just being protective. It would take time she knew but eventually the two of them would be alright, this was just a rough patch that every family went through sometimes.

"I'll let you know what I find," Moira told him as she terminated the link to get to work.

Hank sat back, this was the only thing he could do for now. Now it was a waiting game for some of the results to get finished. At the very least he would check on Peter again, he had improved but he still didn't want to leave him alone for too long. He smirked at that notion, between Spyder, Rogue and his aunt, Peter hadn't been left alone for very long.

But then he looked at the computer screen with the data on it. He really had no idea what was going on, he was reminded of when Jean went through that power surge. Sometimes mutants would go through them even an evolution in their powers. He knew that himself as he was constantly reminded every day. He had tried to stop it and it nearly cost him his own mind, could Peter be going through something similar?

There just wasn't enough data to know for sure and Peter was more unique made it even more frustrating. He just hoped that whatever was going on they had seen the worst of it.

**Next up Chapter 13: Curse of the Spider Part 1**

**AN: I couldn't remember how to so a Scottish accent so I didn't bother to try and butcher it. I know it's also a few hundred words shorter than the last one but there was really nothing else to put into this. I hope the next ones are larger.**


	13. Curse of the Spider Part 1

**Sensational Spider-X**

**Chapter 13: Curse of the Spider Part 1**

It had been a few days since Peter got sick, after that first night he felt better and Beast had finally let him out of the infirmary. So far he wasn't feeling weak or sick again, so whatever the caused it seemed to be gone. Things had gotten more back to normal after that, Peter was 'grounded' from going out as Spider-Man for the time being at least until they were sure he wouldn't collapse while swinging over the streets and falling to his death.

Peter couldn't argue the logic of it, they still weren't too sure what caused that. But so far he had been getting better so whatever it was he was hoping it was passing. At the moment with the Danger Room fully up and running, Logan wanted to give everyone a full run through. X-Men were first up with the New Mutants on deck after it all. Logan was looking forward to all the new upgrades they would be able to test out.

Although the room had been used with Jean, Scott, Rogue and Peter for dealing with the 'incident' that night, some might have thought it a bit much but honestly it was just to let them know that actions had consequences. The girls were lucky that nothing happened from unprotected sex and the boys should have known better as well. Thankfully Hank was dealing with that part, making sure the girls were on some kind of birth control and he was making sure both parties had what they would need.

Logan knew that this was just the beginning, after all the kids were growing up. He didn't know the first thing about raising kids he was just here to make sure they lived long enough in this world. He knew firsthand how nasty things could get on the outside world and they were starting to learn that lesson as well. He looked down at the room, it didn't look any different but once you got under the surface things were totally different. They could pull off more different types of programs now and could simulate different types of enemies.

"Alright this is how things will go," Logan said into the microphone in the command room. "Since I bet most of you are rusty we'll start small and work things up from there. I want to see teamwork since the Scarlet Witch is on the team now and also want to see some teamwork out there as well."

"Well it was a nice break at least," Evan sighed to himself. "I was enjoying not having to wake up early for this stuff."

'_Yeah lucky him,' _Scott thought to himself sourly. Unlike the others he hadn't been given that luxury. Normally he wouldn't mind more training but ever since he and Jean got together he noticed one thing. He would rather spend time with his girlfriend than in a training session.

'_Why thank you that's nice to know,' _Jean's voice rang in his head and he could almost feel the laugh in her thoughts.

Scott grinned at he concentrated on Jean only, _'You know this makes things so much easier, at least with a telepathic girlfriend we can talk and not have everyone hear what we want to say.'_

'_Well that's true,'_ Jean thought back and to herself thought about how everyone would hang on their words as soon as they became an official couple. Thankfully with telepathy they had been using that at times. Of course being a telepath was harder than what most people thought. You had to fight your urges in taking a peek at what someone really thought or were thinking when you knew something was going on.

That was something that Xavier drilled into her since her first day here, being another telepath he could sympathize and relate to her issues more than anyone else. Maybe that was why she was so blind to how much a creep Duncan had been, well that's not totally fair. She had been blinded by the high school life. Top of the class, head of the girls basketball and soccer teams, so of course dating the quarterback had made sense at first.

Well at least she was happy now, she wasn't sure how school would be later on but she felt better about herself at least. The other thing many didn't consider was trying to keep stray thoughts of others out of her head. She had learned to 'tune out' or just block out thoughts. Some always did show up. Sometimes she could get glimpses of what a person was thinking when they looked at her, which ranged from sweat, to embarrassing to down right scary. She remembered taking the subway once and this guy had been looking at her and she caught a mental image of the things he thought of doing to her.

She had been scared because what was she supposed to do, call him out on it? Mutants weren't known. In the end she got off at the next stop and when she was sure he hadn't gotten off as well she relaxed. It was moments like that, that were hard on her. She could see the ugliest parts of human nature show up. Sure most fought them down but the fact that they were there and what a person thought on the inside that they never told anyone was just scary at times.

Everyone was like that she knew she herself had those thoughts. She even picked up stray things from Scott but thankfully his thoughts were mostly things that she felt at ease with. He was nothing like that man on the subway then again most weren't as bad as that thankfully. Then she noticed that Scott had been looking at her and she smiled as she picked up his thoughts. Then together a few nights ago, in his room at night, the lights were off, their clothing gone. She remembered the feel of his touch and she could nearly feel what he felt in that memory.

She felt herself heat up at the memories as a slight blush formed on her face. It was nice to know her boyfriend found her very attractive but feeling a little embarrassed she had caught him thinking about her in that way. She didn't mind since it was Scott of course, she had those thoughts about him too, especially after that first night together.

She eyed him and noticed him trying to take his mind off it. That was the drawback for the boys and could get very embarrassing when they got 'excited' in these skin tight uniforms. It was hard not to have it show up. She smirked as she sent a little message to him.

'_If you want, meet me in my room later after training.'_ She sent to him. She knew that waiting until night made it easier to get away with no one knowing but now she was a bit worked up and the memories kept playing themselves out in her mind. She noticed the blush on his face as he locked eyes with hers. She really wished she could see his eyes without the visor but he took the watch off for training. Oh well, she would see him later she was sure of it.

Off to the side Peter stretched himself out, he couldn't remember the last time he spent so many days stuck a bed.

The program started pretty basic enough, it was a simple gauntlet program that the team would have to make it from point A to point B. Although the course was filled with the usual assortment of things that would try to stop them from doing this, also walls come out of the floors. This would limit those that were stuck to just the ground. Since Jean would fly, Kurt would teleport, and Peter could climb or just jump over the walls, Scott made them the scouts.

They could warn the rest of incoming dangers that were out of the line of sight, while the grounded team would watch those being the scouts as well. It was a basic teamwork exercise for them. It went fairly well at the start, they were all a little rusty not having to have done any full team sessions for awhile, but any rust was quickly taken off as they all simply fell into place without missing a beat.

Everything was going smoothly for the first half of the session.

Peter in his Spider-X uniform was currently one a wall and looking for a good vantage point. He saw that the team was heading towards a T-intersection and they would need to know which way to go. He figured he would jump onto the wall of the Danger Room to get a look, the only problem was that the walls usually were defended so he would have to be quick about it. Thankfully he had his spider sense to warn him if anything was going wrong. So he kicked off the current smaller wall he was on to the giant domed wall of the Danger Room.

But something hadn't been right or at least it didn't feel completely right.

When he got onto the wall, Peter felt that the jump was short in fact he knew his jump had been short. That was just odd, normally he could jump up a few stories but this time he only made half that distance, if that. Maybe he was just tired or his body wasn't used to being so inactive for so long. He was mulling it over while trying to see which route was the safest, when he didn't noticed a turret slip out of a slot in the wall behind him.

The machine took aim and fired with a tennis size ball, they were designed to hurt if they hit you close enough and Peter was well within its range. The ball slammed into the back of his head making him fall face forward. He couldn't even think for that moment as his brain exploded in pain and confusion.

He fell and hit the metal ground which didn't help matters as he felt like he might black out. He fought it off as he wondered what was going on. He first became aware of someone shouting out his name and then people were looking over him.

"Peter can you hear me?" Scott asked as his mask was removed and Peter could see more clearly now. "How many fingers?"

Peter looked at they were blurred which was odd, "Not sure…three?"

"Yeah," Scott nodded but he wasn't sure if Peter had guessed it or could see it. "You okay? Think you can get up?"

"Yeah I think so," Peter started to move his body it was a little sluggish but he was used to getting the crap knocked out of him from time to time. Soon he managed to put himself into a sitting position as he felt the back of his head. There would be a nasty bruise there later he was sure of it.

"Evan, why didn't you warn him about that?" Scott looked to one of the members of the team. "I saw you looking right at his direction when the turret came up."

"Hey man I was dealing with my own stuff," Evan said in his defence. "Plus why would I need to tell him to look out? He usually knows when he's about to be attacked before anyone else does. I didn't think he would need a warning."

"Ah'll remember that next time it's you," Rogue growled out with a glare to him before putting a worried look to Peter as she sat down with him. When he had taken that fall, Logan had called off the program. Now he and Beast were quickly making their way towards them. It wasn't the first time someone got hurt in this thing, it was impossible not to get an injury after spending so much time in here.

Sprains, bruises, muscle strains, a small cut here or there, the occasional bloody nose from a hit to the face from something, it came with the territory. Thankfully nothing serious like broken bones or deep cuts bleeding cuts. Sam had nearly gotten a dislocated shoulder once when he tried to pick up too much weight while flying and Ray nearly broke his hand trying to punch something in anger once.

She hoped that Peter didn't get a concussion that was another rare thing that had happened a few times. He had just gotten out of the damned sick bed and now he might just get put back.

Peter for his part was getting his mind back on track, he could think a bit more clearly now. The odd thing was that Evan was right he really should have known that attack was coming. Sure he had been thinking at that point but despite that, his spider-sense was like a air raid siren, you just can't miss hearing it. But that familiar buzzing sensation didn't kick in. That was kind of a scary thought, what if whatever had happened to him had messed up his powers?

His spider-sense was a really useful one that he used all the time, it had gotten him out of a lot of trouble. Looking up seeing the adults nearly here made him frown. They were blurred at first he thought that maybe that hit to head had caused something but this was also familiar. Before the spider bite he had needed glasses because his eyes had just sucked. Anything a foot from his face blurred. Looking around it wasn't that bad but he should have been able to make out faces.

Those around him, their faces were slightly blurred.

Now…he was starting to worry.

**-Later-**

It was official, Peter hated the med lab.

He hated the bland walls, the smell, that humming sound that came from somewhere over on the East wall where it just seemed to come out of nowhere and got really annoying when it was quiet in the room. He hated the ceiling with the one hundred and fifty-five squares that made it up. He really had been bored that day as he counted them all one by one and not just multiplied the sum by the length and width of all the squares alone the edges of the room.

He had to go through all kinds of testing to show that he wasn't suffering from a concussion. Although no one could explain why his eye sight was slightly blurred and he was hating it. He didn't even have his old glasses anymore. After his spider bite his vision shot up to 20/20 and he had placed his glasses in a box somewhere. He had no idea where he had put it until after they were looking through all the damage in the mansion.

He found them but they were all broken up so he had thrown them out. He sighed as he was currently in his room. Hank didn't see any point in him staying in the medical room so Peter went to his room to brood. Well maybe that was a bit too emo thing to call it but damn it he wanted to brood. He hated not being able to see well, all his life his eyes had been crap when he could see normally he had enjoyed every minute of it. It was hard to go back to blurry vision again. The squinting, the guessing what something was, everything just sucked now.

And he still wasn't sure what the hell happened. His spider sense failed to kick in, the only time that had happened was with Venom so what happened? He tried to think of something but he kept hitting a wall. Any and all theories he had pretty much just didn't fit at all.

So here he was on his bed metaphorically banging his head against a wall and feeling like he was slowly going nuts. There was a slight knock on his door he wasn't sure if he wanted to let someone in but honestly he could use some kind of distraction.

"Come on in." Peter said towards the door. The door opened up for Kitty, Kurt and Rogue walking in. Peter smiled seeing them as he pushed himself off the bed. "Ah is this the cheer Peter up posse?"

"Well we were just wanting to see how you were doing," Kitty said honestly. "You kind of like, had a really rough few days."

"That's an understatement," Peter said a bit sourly.

"Do zhey know anyzhing?" Kurt asked hoping that there was something that Hank might have found out. The adults they talked to either didn't know or weren't saying. The three of them decided to look in on Peter to see how he was doing at least.

"In one of your words, kaput." Peter told him.

"Uh...zhat means broken." Kurt corrected him.

"Really? Damn...thought I heard that in a movie, okay then what's 'nothing' in German?"

"Nichts."

"Then totally that word," Peter said to the blue fury German boy. "All I know is that for some reason it's like my powers went into a short circuit or something. Oh and I think I'm slowly going insane from all the craziness that's been happening to me. No one seems to know what's going on and new things keep happening."

Rogue sat down next to him as she was really worried what was going on as well. This was really odd and if Hank or Xavier didn't know what was going on that really made her worry. Between those two they usually could get an answer for mysteries like this.

Kitty looked thoughtful for a moment, "Hey remember when Jean's powers totally went nuts?" She asked the others and saw Peter's blank look she filled him in. "Yeah, see, before you came along Jean's powers went through this power surge. She totally lost all control of her powers. Starting hearing people's thoughts no matter what and she trashed part of the mansion."

"Oh yeah I remember zhat," Kurt gave Kitty a small dirty look. "My face got hit by zhat metal plate because you phased through it and didn't tell anyone it vas coming."

"I said I was totally sorry about that!" Kitty told him honestly he really wasn't letting that go.

"So maybe it's something like that," Rogue said out loud thinking about it.

"Yeah but that's a mutant thing isn't it?" Peter asked making the other remember that he didn't have an x-gene so did this really apply to him? Okay sure there wasn't someone else running around with DNA like his. Well there had been Curt Connors but he was cured of that, for Peter even if he took that same formula it might not even work. Even if it did it might turn him totally human again and he wasn't going to do that. He liked being here with the team and everyone.

Sure he doubted that Xavier would just send him and Aunt May away, but at the same time he wouldn't be on the X-Men. That and he couldn't stop being Spider-Man, he didn't think he could ever stop being that.

Kurt could feel the doom and gloom in the room and given his nature he couldn't stand to have this go on. Maybe taking him out would be a good way of at least getting his mind off things. If they couldn't do anything about the problem then sitting here worrying about it wouldn't help either.

"Verll zhen I say ve go out," Kurt said to everyone smiling. "It's a nice day and it's better going out zhen staying in here worrying about zhings ve can't control."

"Last tahme he was out he collapsed," Rogue said to her foster brother.

Kurt just shrugged, "Hey I can teleport him back to zhe mansion faster zhan anything."

Rogue was about to object that Peter might need to stick close in case something happened, when Peter spoke up before she could. "He might be right. I'm going nuts in here, maybe I just need to clear my head."

Rogue gave him a slightly worried look, "you sure?"

Peter nodded and smiled at her, "Hey we might as well, I wasn't told to stay at the mansion so there's no problem there."

"Cool, I'm so up for it," Kitty smiled. "Let's get out of here and relax at least."

"Zhat's the way to zhink." Kurt encouraged the girl.

**-Elsewhere in the Mansion-**

Wanda was in the library reading, she liked reading, books were calming and interesting to her. Well those that didn't involved her home studies. This one was a story of fiction she found and was enjoying it. Was being the operative word as she was finding it hard to concentrate, it was kind of hard not to when someone was sitting across from you staring.

Wanda heard said person come in but figured she would be left alone as the other person would just take a book and leave. But instead this person sits down across from her and just says nothing at all. Wanda was seriously starting to lose what little patience she had. After yet another failed attempt to read her page she gave up ignoring the other person.

The older girl slammed her book shut and slammed it onto the table glaring at the person across from her. "What?" Wanda said angrily as a light nearby flickered for a second.

Spyder had been sitting there waiting for the girl to break and smirked in triumph. "Finally, you know it's good manners not to ignore someone."

Wanda's eyes narrowed a bit at the young girl, "So is staring."

Spyder just shrugged that comment off, "Yeah but you were ignoring me first, so you were rude first I only responded."

Wanda was seriously getting annoyed by this point. Did this kid not know that annoying the Scarlet Witch was something you did not do if you valued your health? Sure she wouldn't do anything major but her powers were still a bit wild and uncontrollable at times. "Before I lose my temper is there a reason you're here?"

Spyder looked at her curiously, "Just wondering about something. You usually hang out with Tabitha and Lance or whoever those two dragged along. But for the past few days you looked actually worried over Peter. You were out together and you were visiting him almost as much as me and Rogue."

Wanda wasn't sure what the kid was getting at and she didn't like where this was heading. "I don't know…he's just been nice to me. He's been helping me out with school work and I just have fun with him."

Spyder got a small smile on her face, "Yeah he is really nice, sometimes I think too nice. I mean I look up to him and not just because we share a few powers. He was the one that found me in the cold. If it wasn't for him…I would have died that winter. I know I would have, I never survived a winter on my own and given how I look, there was no way I could get any help. I had to be alone and I was dying."

She got a bit quiet at that point as her eyes got a slight faraway look as she remembered that time. "I was alone, I had to hid in the day and move out in the night. I was cold and hungry all the time, when I did find something to eat…well I was too hungry to care what it was. I didn't trust anyone but he brought me here. He saved me and he's always been there."

"He's helped me more than anyone, I don't feel alone in the world anymore. With him and Aunt May I feel like I found a family again. I love it here, I don't feel like a freak or anything and I can be who I want to be. It's all thanks to him, without him I would be nothing and…well…I kind of…love him for it."

"Like a sister," Wanda asked then saw the look on Spyder's face. "It is as a sister right?"

"I think so but I think it's more than that," Spyder said blushing a bit. "It's complicated."

"But I thought you and Jamie…"

"Yeah and I do care for Jamie, I mean he's a great guy and I think I can fall in love with him. But we're both barely teenagers I mean I'm not even sure what 'love' really is. All I know is that Jamie makes me feel really nice on the inside. As for Peter…maybe it was just a crush or something at first but there is a bond of some kind. I know this sounds really weird and if you say something like this to anyone I'll make your life hell." Spyder was not making a idle threat either. Wanda knew what the little hellion could do when she put her mind to it.

"So why are you telling me this?" Wanda asked the girl.

"Just giving a warning," the grey skinned younger girl said. "Don't go falling for him because he's unattainable. He's most likely one of the best guys on the world but he's already got someone and honestly he deserves it. I'm really happy for Rogue and Peter and I hope they last, I really do. But I saw how you were watching over him and knew something might be up. If I'm wrong then okay but just a warning, don't let yourself get too close."

"You'll lose and honestly I wouldn't want to piss Rogue off. She's one of the few people as scary as you are."

"You don't have to worry about that," Wanda told her as the young girl studied her with those grey eyes. For a moment Wanda thought that the girl was looking right into her.

Then the young girl just smiled, "Okay then, well I thought I should have said something before something nasty happened. I don't want Peter getting into the middle of some twisted love triangle that would end up badly for him."

Wanda watched as the young girl hoped off her chair and walked off without a care in the world. When she was gone Wanda looked at her book but didn't pick it back up. The truth was that something had changed with her talk with Peter as they got ice cream together. She bit her lip as she didn't know what it was and was worried that the little brat might have been more right than Wanda might want to admit. Truth was that Peter had been one of the nicest people to her, she actually looked forward to their study sessions as he made everything not only easier to learn but relaxed and even fun at times.

Then that talk with him, she had opened up more to him than anyone. She was even thinking of patching some things up with her twin brother. When she thought of Peter what did she think of him? She groaned as she tried not to think about it, Spyder was right, this was not a route to go down. Besides what was she thinking, a good guy like that liking a girl that spent the last several years in a mental ward where the guards were scared of her. Hell what boy would? That was another thing, since when did she start to worry about what boys thought of her?

She sighed as she sat back in her chair. All that time in her cell back at that hellish place she wanted nothing more than to get out of there, but she had never taken any time to think beyond that. What would she do with her life? How would she live if she got her freedom? Honestly maybe she never thought about it because she had no clue, the only memories of the outside world had been of a girl about Spyder's age. That young girl was long since dead, now was a young woman slightly bitter about the world, angry at the world but was trying to move beyond that into something better.

Maybe that's why Spyder wanted to warn her, the girl was the same in some way. Spyder had lived with her uncle all her life, never leaving the apartment in a cage that was meant to protect her from the outside world but a cage was still a cage. The girl was most likely facing the same problems Wanda was, adjusting to the world.

Wanda honestly wasn't sure about how to approach social interactions, but the truth was she did like Peter. Was it attraction or was it friendship? She had no idea, she had no reference to it, it wasn't like she had even kissed a boy. What if she had done something stupid, acting on an impulse? She didn't want to do that, at least maybe with the warning she would be more careful.

Sighing the goth girl gave up on reading as she decided to at least take a walk around the grounds. She loved to do that, it felt great to walk out in the sunshine out in the open with no walls on the mansion grounds. Even walking in the small forested area reminded her of old stories of her childhood, some of the few good memories she had. Then maybe she could sort out her own thoughts and feelings, whatever they might be.

**Next up Chapter 14: Curse of the Spider Part 2**

Hate to say this but I might be put on this special course soon so for the next couple of months my updates will be really slow if I can even find the time to write. But it will only be temporary. And that last scene wasn't originally planned it was just something that seemed to fly out of me for some reason.


	14. Curse of the Spider Part 2

**AN: Man it took me forever to get this out but I'm glad I finally got it done. Thankfully my course is nearly over so I should be back to normal updates soon.**

**Sensational Spider-X**

**Chapter 14: Curse of the Spider Part 2**

Peter was glad to get out of the mansion, after everything going on he didn't care where they went or what they did as long as they got out of the mansion. They were just walking at the moment but it felt great to him. Although he thought that his eye sight was getting better, well at times it would be better than at others he would get the blurred vision again.

It was kind of annoying actually but he was getting used to it. Plus the more time that went by the more it seemed to get better and stabilized. This was a huge weight off him with all the worrying going on he felt like he had aged several years already. He really didn't want to end up getting an ulcer before he was twenty.

He watched Kurt and Kitty in front of him, talking and joking around. Those two really were close friends as anyone could see. He had heard how Kurt had once been crushing really hard on Kitty but she was too freaked out by his appearance to give him a shot. Well it all worked out he guessed, Kurt finally found someone that cared for him and didn't even care what he really looked like. Kitty was with Lance which was a strange combination but it wasn't like he could argue that. Looking at the young woman next to him was proof of that.

Who would have thought that Peter Parker, biggest geek in his old high school would end up with a hot goth for a girlfriend. At least in his eyes she was hot, he couldn't help but look at her. She had such a fascinating look to her, and not just the purple lipstick with eye shadow. There was just something about her that just drew his attention to her.

Rogue noticed him looking at her, "What?"

He just grinned at her, "A guy can't appreciate his girlfriend?"

That got a smile out of her as she linked her arm with his, "Flatterer."

"I try," He smirked as they walked on. "Anyways it's good to get out at least."

Rogue nodded in agreement, they had been all so busy with the repairs to the mansion, their little extra training by Logan, that whole thing with the Mysterio freak also. They hardly had any real time to relax and it was summer for crying out loud. She wanted to enjoy her first real summer where she didn't have to wear baggy clothing all the time. Last summer had sucked, stuck wearing a sweatshirt all the time made it nearly unbearable to go outside for long periods of time.

Then of course there had been the whole Magneto's little tournament, fighting the Brotherhood for a place in that asteroid. Waking up in a glass tube had not been her idea of a good time. Thankfully with Magneto's asteroid in rubble and Trask and his sentinel out of the way, maybe they could go a full summer without facing some major threat.

She honestly doubted it, ever since her powers had activated her life was never normal. It seemed like every week something happened or she got into some fight with someone. Be it the Brotherhood, Sabretooth or something else going on. She just wanted to spent her first summer with her first ever real boyfriend in peace. Or at least one solid week of nothing to get in the way, that wasn't so much to ask for was it?

Kitty looked behind her to see if they were still there and she giggled at the sight of them. Kurt noticed and looked behind himself as well.

"They look so cute together like that," Kitty whispered to him. "Hey it's not like, really weird seeing your own sister dating one of your friends is it?"

Kurt just shrugged it off, "Not really, I mean I've only known she vas my sister for only a little bit. Zhat and Peter is a good guy too and we're buds so I know he von't do anything he shouldn't."

That last comment was only half-felt as he really didn't want to know that they were sleeping together. That was something he was in no hurry to talk about with anyone and honestly she was technically the big sister in the family. That and if he pissed her off she would come after him and he didn't want that.

"Besides at least zhey are together now." He said to Kitty who giggled at the comment.

"Oh totally, but at least they didn't like, take forever like Jean and Scott did." She said.

Kurt grinned as he nodded, "Oh jah, Scott had it so bad for so long but vouldn't admit it."

"And Jean was totally blind to it," Kitty added. "At least she got over that Duncan jerk, what did she see in that guy? He was a total bully and jerk to everyone not in his group."

"You're still pissed about zhe no freshman party he had huh?"

"Well why not freshmen?" Kitty asked him, "I mean we're just as good, like I said, he's a total jerk. I just bet when school starts he'll be on all our cases now that everyone will know we're mutants."

"I rather not zhink about zhat," Kurt sighed. At least he had his holowatch but still, everyone will know he is a mutant when he got back. No more hiding in plain sight for him, he just hoped that watch held up. He didn't need to be thought of as a monster on top of being a freak at school.

**-Across Town-**

Gwen Stacy was unpacking the last of her boxes in her new home. Overall it wasn't too bad a place. Decent home that they managed to get a single floor place that wasn't too far from the school at least so she could get there easily enough. She sighed as she looked at the mess that was her room. There was so much stuff to figure out where to put it all not to mention she hadn't placed her AC in yet either. It was sitting somewhere in the house but the thing was heavy and she needed to set up something so it wouldn't fall out her window.

Her father said he would do it when he got home but he was currently at the police station getting things set up there. She fell unto her bed not caring about all the clothing she was on, it was too hot and humid to really care about things and she was getting bored. She wished she could call up her old friends to hang out but they were in another city and she doubted they would want to come out all the way out here to just hang out.

She just remembered the mutants she ran into a few days ago, they seemed pretty cool so maybe she could call them up. She got the numbers of a few on her cell phone, that is if she could find it. She got up and started scrounging around for her cell phone, eventually she found it in the kitchen. She had removed it when she got lunch and forgot about it. She looked up the numbers of those that she had, there was a general number for that mansion they lived at, something she would have to do since apparently humans were welcome and they had a large pool apparently.

Then the numbers of a few of them, she thought about which one to call as she didn't want to call up the mansion and get some random person so she checked the list of names. She thought about it and decided on Bobby's number he had seemed like the fun type of guy. She put in the number and waited for the phone to be picked up. She hoped she didn't get voice mail, she really hated that kind of stuff.

"Hello?" A voice said on the other end of her phone.

"Hey, Bobby right?" Gwen asked making sure she remember the name.

"Yeah...whose this?"

"It's Gwen."

"Oh right!" Bobby said suddenly. "Sorry, didn't recognize the voice over the phone line. What's up?"

"Boredom at the moment," Gwen sighed. "You want to hang out or something? I got nothing to do."

"Sure," Bobby eagerly said. "Hey why not come over? I mean I might have to tell Professor Xavier about it but he should be cool about it."

"Seriously?" Gwen honestly hoped for a look at that mansion. How many times in her life would she actually know people that lived in one? She bet there was all kinds of cool stuff there, she did remember a bit of that short series of interviews by that reporter. There was some kind of underground super secret facility or something. That was actually pretty awesome in her book.

Well she doubted she would actually get to see it but still, it would be cool.

"Hey you mind if I bring a swim suit? I'm dying for a swim." Gwen asked remembering from shots of the interviews they had a large pool. In this heat she could really use that.

"Yeah no problem," Bobby told her and she had a feeling he might be grinning behind the phone.

Well she didn't mind, she had a black two piece that her father didn't like her wearing that would be perfect for this. Speaking of her father, she might have to leave a not to call her cell that she would be out. Although she didn't see why, most likely she would get back long before he did. He always worked, always. She couldn't remember the last time he took a full day off work anymore.

Well if he did find out and raised hell about it, so what? He couldn't say who she could make friends with.

"I'll be there shortly." Gwen told him.

"See ya in a bit, I'll let the others know as well." Bobby said as they said their goodbyes and hung up.

Gwen jumped up off her bed and looked around, she frowned as she realized she had no idea where her swimming stuff was. She swore as she started to dig through the pile of clothing to find it.

**-Downtown Bayville-**

Near the downtown area another group of mutants were walking along. The Brotherhood were bored so they had decided on going out. Delilah and Sandra wanted to look at some clothing, although they couldn't really afford much on the budget that Mystique put them on at times, it was still nice to look. This meant that Pietro was with them if only to flirt more with Delilah and the other new member Morrie Bench was with them as well.

Max was off doing his own thing as usual, given that most of the Brotherhood didn't take kindly to him. The women for the reasons that they had heard about how he had treated Tabitha, the others mainly because they somewhat blamed him for Lance and Wanda leaving. They wouldn't mind if he left as well if only for the fact that he gave the team a lot of power and they were already outnumbered by Xavier's place.

So they would bear with him at least until they could replace him, even Mystique was getting tired of that boy's attitude always thinking he was better than everyone.

"Well look at what we have here," Delilah said in an amused voice.

Everyone turned to see what she was looking at as they followed her gaze. There across the street was none other than a few of the X-Men. It was Rogue, Kurt, Kitty and Peter just walking about it would seem.

"So...they're here," Sandra said looking at them, she didn't care about Kitty, but the others she had her own issues with. Rogue and Kurt were her 'foster siblings' in a way, given that Mystique was both the adopted mother of Rogue and the biological mother of Kurt. She didn't like sharing Mystique's affection, Mystique was her mother now, she was more of a mother to Sandra then even her own biological one. Mystique had saved her from dying as a junkie, she had made Sandra stronger and better.

But Mystique still wanted Rogue and Kurt, and Sandra felt like she was sometimes only a runner up compared to those two. It wasn't fair, she was the one that loved her mother and these two didn't. She wanted to prove she was better than Kurt and Rogue, she so wanted to show their mother that she was the best of her children. Peter on the other hand was another matter, Mystique had a very strong dislike for the boy. He had screwed up a few of Mystique's plans and she also didn't like the fact that Rogue was dating the boy either.

Sandra smiled at the thought of beating Peter, if she could even do that it would make her mother's day.

"You know I haven't tangled with the X-Men yet," Sandra said to the others. "I think it's time to finally see what all fuss is about."

"Oh finally," Delilah said grinning. "I haven't had a fight since getting here and I need one."

"I'm game," Morrie agreed. "Besides they don't look so tough, not sure why the _old_ Brotherhood couldn't take care of them. Hey Quickie, why don't you explain why you guys couldn't beat them?"

"Don't call me that," Pietro told the boy angrily. "Not unless you want to find yourself in Alaska in the next five seconds. I doubt those water powers will do you any good when you're a Popsicle."

"So what's the plan anyway?" Delilah asked Sandra. "We can't just attack them in broad daylight. I mean I've love to do that anyway, but I doubt it will end well. So what will we do anyway?"

"Well usually we fought in abandoned areas or in places at night when no one was around." Pietro told the girls thinking back on all the fights with the X-Men. "Since we couldn't fight them in public like now we had to find ways around it."

"So where can we fight then?" Sandra asked the speeder. Since he lived in the town longer than her he should be able to figure out a place for them. "Plus how do we get them to wherever we pick?"

"Well kidnapping one of them usually works," Pietro said. "Fred did it once with Jean, then there was when Magneto took most of them to that flying asteroid."

"Wait, he had a flying asteroid?" Morrie asked at that last bit. "You're father really gets into the whole super villain thing doesn't he? What happened to that?"

"X-geeks blew it up," Pietro said sourly. "Anyways I can take one of them easily enough. Can't take the elf because he'll just teleport and I don't want Rogue to touch me. Been there and done that and I don't want to go through that crap again. Kitty would be the easiest to control and if I do it fast enough she might not be able to phase."

"Good for me," Sandra said loving the plan that was coming together. "You know of a place where we can hold her?"

Pietro grinned as he did have a place in mind.

Peter was enjoying the time out with his friends. Just them walking around doing nothing but being regular teenager stuff. It had been so long since he had done that he had forgotten what it was like. He had been going out as Spider-Man for so long, sneaking around, then there was training with the X-Men, battles with villains and all kinds of crazy things.

He hadn't even had much time to really relax all that much now that he thought about it.

"So what do you guys want to do next?" Peter asked the other three in the group.

"Not sure," Kurt asked wiping sweat from his forehead. Although it didn't show on his human appearance, he wasn't one for summer weather. Having your entire body covered in fur had major drawbacks. He hated how his fur made the summer hard to take.

Kitty decided to say "Well I could-"there was a blur and a rush of wind as Kitty was suddenly gone.

"What the hell was that?" Peter asked looking around. His spider-sense had gone off but whatever happened he happened too fast. He didn't even have time to shout out a warning.

"Quicksilver," Rogue growled out. "Just one day, just one day, is that all too much to ask?" She said under her breath. "Ah can't believe he would pull this kind of crap today."

"Vhere do you zhink he took her?" Kurt asked.

"Apparently to 105 Sampson drive," Peter told him.

"Vhat! How do you know that?" Kurt asked him. Peter walked forward and reached behind Kurt. He felt something being pulled from his back as Kurt saw a note. Kurt couldn't believe that had just happened to him, then again. After thinking about it, it was the kind of thing Quicksilver liked to do.

"Says to come there and fast," Peter read. "Don'tcall for help and hurry...also calls us x-geeks and a few other things too. There's also something about Kurt and flees."

"Give me zhat," Kurt snatched it as he read it. He muttered something in German that the others figured was less than flattering.

"So do we do what it says?" Peter asked them. "I mean we could easily call the mansion and let them know what's going on."

Kurt and Rogue shared a look, normally they would do just that but this was the Brotherhood after all. The only time they had managed to ever win any fights had been through sneak attacks or with Wanda on their side. They no long had Wanda and it would be hard to surprise with Peter along.

"Ah think we can handle things," Rogue told him. In all honesty she was pissed they had ruined the first free day off with nothing going on. She wasn't sure why they chose today but she was going to make them sorry for ruining it for her.

**-Brotherhood Location-**

Sandra looked around the place, it was some carnival area, apparently it used to be the main one a few years back but the city had built a new one by the waterfront and this had fallen into disrepair. It was small and most of the area had been cleaned out, the shops and stalls moving to the new area for better business. The few buildings that were still around were all bored up. But that didn't stop them from simply ripping off the wooden planks covering the doors.

Currently they were in what Sandra figured had to have once been a fun house. The place was large but all the insides had been gutted out. It was dirty and dark, not to mention hot and humid in it. But it would force the X-Men into the place with only one entrance, well unless they had Kurt teleport in, but then they would see that as well.

The others stood around waiting for them to arrive. Pietro was being the most difficult in dealing with. She had learned early on that he had little to no patience. It might have been a side effect of his powers, when you could move as fast as he did, the entire world seemed too slow by comparison.

Kitty was on the ground in the center of them passed out, apparently Pietro had ran fast enough for her to pass out from it. Too many gees on the human body would make anyone pass out and given his speed he had easily done so. They needed her to remain like that as well, given that she could easily slip away. Sandra was keeping an eye on the girl in case she was faking and fell through the floor or something.

"How long does it usually take them to get here?" Delilah asked Pietro.

"They got the blue elf so they should be here pretty soon," Pietro said to the girl. Although he had done this song and dance before, things were different now. The others with him had never been up against the X-Men so there was no telling how things would work out. He was hoping that they could win, they hadn't been able to get decent wins since his sister left.

There was a slight moan in the room as Kitty stirred.

"Looks like she's waking up," Sandra muttered.

"Watch her," Pietro warned. "If she runs we need to find a way of stopping her."

Kitty woke up feeling dazed, she wasn't sure where she was or what had happened. The last thing she remembered was talking and then it was all just a literal blur. She felt hot and the place had a stale taste to the air. Looking around she found that she was in some kind of old building and the Brotherhood members were all around her.

"What is going on?" Kitty demanded.

"You're the bait that's what," Sandra said to her stepped closer to the girl. Sandra raised her hand as Kitty was lifted off the floor slightly to her surprise. "Like it? I learned to do this a few weeks ago, it's not much at the moment as I can only keep you up a few feet off the ground for a long period of time, but I bet you can't phase through anything like this."

"Like, why the hell are you doing this?" Kitty asked as she floated three feet off the ground.

"Basically we're just going to have some fun," Delilah told the younger girl. "We've been so bored with nothing to do so we wanted to have some fun with the X-Men. Although I hope they put up a good fight, it's been so long since I've enjoyed myself in a fight."

There was a loud 'bamf' sound as smoke and a small flash was seen in the room. Everyone looked to see Kurt arriving with Rogue and Peter with him. They took a quick second to take in what was going on before moving. On the way here they had made a plan for how to handle this and they wanted to hit hard and fast like Logan taught them.

Rogue went after Sandra first seeing that it looked like she was the one holding Kitty in the air. Rogue slammed into the other goth as both girls tumbled to the floor and Kitty was dropped. She gave a surprised yelp before phasing herself through the floor. Kurt teleported to Quicksilver but the white haired mutant was quicker to avoid Kurt's attacks. That left Peter going after Delilah who he really didn't know much about. The girl looked very athletic with her long dark hair in a lone braid. She smiled eagerly as Peter rushed towards her.

Peter threw out a punch at the girl, but she easily caught it and Peter found himself thrown across the entire room. He kicked off the wall as he landed in a crouch the girl was a lot stronger than she looked. Well okay she looked strong but the kind of power he felt in her throw was more on his own level. That didn't go well for him if she could match him in strength and he didn't know what else she could do. She tried to punch where he had landed as he jumped out of the way, her first slammed through the floor, shattering it.

"Wow, you really must work out." Peter commented.

"You're a lot quicker than I thought," Delilah smirked. "This might be fun after all."

Morrie was looking for Kitty, he was the only one that hadn't been caught up in a fight. He looked over to see Rogue and Sandra going at it. Both girls were fighting hand to hand, both had been trained by professionals although Rogue seemed to be winning a bit. Unlike Sandra, Rogue had practiced some Tai Kwon Do before being trained by Logan.

Kitty slowly phased her head out of the floor to see that she was behind Morrie, she had no way to know what his powers were but with his back turned she could easily attack. She silently like a ghost rose out of the ground behind him. She lunged forward with an elbow strike to his kidney area. Logan told her how this could bring a man down, plus there was a follow up attack she was planning to use as well.

But she never got that far, her arm seemed to go right through him. She pulled it back surprised when she felt it completely wet. Morrie turned around slowly taking his time as he grinned at the girl. "You're not the only one that is intangible little girl. Let me show you why I'm called Hydro-man."

Morrie threw out a hand as a huge blast of water hit Kitty. It forced her back as she tried keep her mouth shut against the force of the water hitting her. She felt herself sliding against the ground as her body was forced along it. She felt scraps on her body from pieces of the ruined floor.

It took time to concentrate long enough to phase through his water but it wasn't easy. On the other side phasing through water wasn't like other solid objects to her. It felt really strange like she was in jell-o or something when she did it. Like she was slower moving through it, she did manage it but now she had another problem. She couldn't touch him and he couldn't touch her in this state. Then he turned his entire body into water and tried to envelop her inside of himself. She didn't want to go into how gross that was to her.

She moved through the floor not wanting to be caught, he might not be able to touch her but if he caught her in water she wouldn't be able to breathe. She still needed air when she phased and she could only hold her breath for so long.

Rogue was giving Sandra a good fight, she had no idea what this girl's problem was, only that Sandra had taken a personal dislike to her and Kurt. But mainly Rogue felt most of the hostility towards herself. But honestly she didn't care, this girl and the others had ruined her first real day off and she was looking to make certain that they never did it again.

She still had on the bracelet power dampener, she still didn't feel comfortable enough to control her abilities without it. So she couldn't just absorb the other girl, not that she would want to. She really didn't want to know what was going on in that head of hers. Her physical body however was in peek shape ever since she used her powers on Venom and that living suit of his. So she could keep up with Sandra, who seemed to also have some kind of enhanced human strength.

But Rogue was much more experienced than the other girl. True Sandra was trying very hard and a few blows had hit Rogue. But Rogue was giving back more than she was taking. She had just found an opening when she did a snap kick to the girl's thigh. Sandra winced as she hopped a few paces back nearly snarling at the older girl. Sandra didn't like losing, especially to Rogue.

"Enough of this crap," Sandra said mainly to herself as she fired off a sonic blast at Rogue. It caught Rogue in the chest as she gritted her teeth. It felt like her ribs had just been put into a paint shaker as the pain hit her. She stumbled back holding a hand to her chest glaring at the other girl.

"You want to play it lahke that? Fahne with me," She hit the control on the bracelet that turned it off. Thankfully she was glad she stopped wearing gloves since Peter gave it to her, it would make this easier. She just needed one touch to end this fight. But it was then that she heard Peter cry out so loudly and sounding in so much pain she stopped to look at him.

Peter had been in the middle of his fight when felt his ribs suddenly feel like they burst into flames. He cried out as covered his ribs with his arms. He didn't know what was going on as it felt like his entire body was ripping itself apart from the inside. _'Damn it now what?'_ he thought to himself through the pain as he tried to keep standing. _'As if I haven't had enough happen now this? Crap what is going on with me!'_

Delilah paused at this, she was certain that she hadn't caused any of this to happen. Peter looked like he was dying or something she was kind of disappointed by that. He had been the first real challenge she had in so long that her body ached for more battle. She felt herself excited at the idea of more fights with him and beating him. Only strong opponents were worth her time.

Peter let out a blood curdling scream that made everyone pause in what they were doing to look at him. There were suddenly bulges on the side of his body as everyone look on, they couldn't look away from what was happening before them. Peter looked like something out of a horror movie, like something was about to burst out of his body. They wouldn't be far off, Peter screamed again as a tearing sound was heard. This was his shirt being ripped apart as four extra arms suddenly burst out of his sides.

Peter fell to his knees as he looked down horrified at what had happened to him. He could feel the arms and hands now, they were a little numb but it was slowly going away. It was a totally alien sensation of feeling extra limbs. He looked up at everyone his eyes wide, he couldn't even muster anything to say. He was in total shock at the moment, but then everyone was in total shock at what they were looking at.

It was Pietro that finally broke the silence, "Man and I thought Kurt was the freak."

**Next up chapter 15: Curse of the Spider Part 3**


	15. Curse of the Spider Part 3

**Sensational Spider-X**

**Chapter 15: Curse of the Spider Part 3**

There was complete silence in the room as everyone stared at what had happened to Peter. Having several new arms just sprout out from your body was not something you saw every day, even among them. Peter however was too busy, horrified at what was happening to him. At first he was hoping this was all some nightmare but it certainly felt real. The new limbs were numb at first but he was slowly getting feeling in them. It was hard to concentrate, trying to figure out which arm was which. They flung around wildly as he couldn't get a handle on them just yet.

Rogue's eyes were wide with worry for Peter, this wasn't supposed to happen to him, at least that's what she felt. She knew they had to get Peter to the mansion and to Mr. McCoy as fast as possible. She noticed that Sandra was looking at Peter and not at her. Quickly Rogue grabbed the girl's face. Sandra caught the movement but Rogue's hand touched her face before she could act.

Rogue winced feeling the familiar sensations of another's mind slamming into her head and the abilities flowing into her. She hadn't done this in a while and she forgot how much she hated this. She could feel all the rage and hatred in Sandra. It made Rogue feel sick at how much Sandra hated her most of all. She caught glimpses of Mystique and how she had pulled Sandra out of a life of drugs. Rogue was surprised by this but she had to fight to push it all down, she couldn't think on that now.

She let Sandra fall to the ground and quickly fired Sandra's sonic blasts at both Quicksilver and Morrie. Pietro managed to dodge but Kurt saw his opening and grabbed onto the speeder. Kurt quickly did several teleports in rapid secession. It was a trick he had learned while at the mansion, it took people a few trips to get used to his teleportation but if he did several all at once. Well the result was like being spun around really fast.

When it was done Quicksilver fell to his knees holding his hand to his mouth trying not to throw up.

Morrie had splattered all over the place as his water form broke apart from the sonic blast but he was quickly reforming.

Rogue ran straight to Peter as Delilah tried to get in the way, Rogue had had enough of this. She tried to levitate the other girl but only got a few inches. It did however put the mutant fighter off her balance as Rogue shoulder rammed the girl in the sternum. Delilah felt the air getting knocked out of her as she tried to get back up from the floor.

"Kurt, Kitty, get over here!" Rogue shouted to her friends as they gathered around Peter who was still trapped in his own little horror world. "Kurt, get us out of here, back to the mansion!"

Kurt wasn't sure he could teleport three at once to the mansion but he would try. He gripped the Peter as the others touched his shoulder. It took three trips but eventually they landed in the medical ward. Rogue eased Peter into a bed trying to reassure him.

"Come on, we like totally have to get someone," Kitty said in a slight panic. Kurt nodded and teleported off as Kitty went through the walls both trying to find someone as fast as possible.

"Peter, Peter can ya hear me?" Rogue said softly as Peter just looked at his hands.

Everything that had been going on lately had been pushing Peter to the brink. The way his powers had cut off, then he got really sick and now this. Was it all connected? He tried to come up with something to explain what was going on but his mind just kept going around in circles. Every time he tried to think the horror before him just kept breaking his train of thought.

Rogue bit her lower lip trying to calm herself down, it just didn't seem fair that Peter was going through all of this. Plus what he was going through now, she couldn't even imagine. She wanted to assure him but he was in his own little world at the moment. "Peter!" She yelled out gripping one of his original hands in hers.

"This can't be happening," Peter muttered to himself. "I mean how can my life keep throwing all this crap at me? I'm not a bad guy so why do I have to have all this dumped on me!"

"Peter it's goin' ta be okay." She told him although even to herself that didn't sound convincing.

"Okay? Okay! I got four freaking extra arms!" Peter yelled out. "I mean I can barely control them and how can I fixed this? Will I have to have them all amputated and what if this is only the start of something?" Peter's mind was coming up with all sorts of horror scenarios. All the stress over the past few months were finally taking their toll on him. He could take being attacked, being kidnapped for who knew what kind of experiments. He could handle the pain of losing his Uncle and the guilt with it. He could handle all the mess of trying to get people to think that Spider-Man wasn't part of the X-Men. He even handled it when someone was trying to frame him for robbery.

But this was too much!

This was going beyond his tolerance and he couldn't take it anymore. He wanted to scream at the world, he wanted life to stop messing with him and leave him alone. He never asked for these powers, to be Spider-Man but he did that and everything else. He did it to the best of his abilities and yet now he was a freak.

Rogue had never seen Peter look so upset, sure she hadn't known him long but seeing him like this worried her even more. She wasn't sure how she was supposed to help him through this and he looked like he was on his last nerve.

The door flew open as Kitty arrived with Hank, he paused seeing Peter there. "Great Scott."

"What the hell is going on?" Peter demanded at Hank. "After all the testing there wasn't a clue this might happen?" Peter was angry and frustrated and scared out of his mind at the moment. He needed some kind of answers or something to take it out on he didn't care which at the moment.

"Peter, you're DNA is totally unique," Hank tried to give a calming tone to his words as he gently made it over to the boy. "We have no idea what could happen to you."

"Then how about a best guess?"

Hank thought about it and there were a few possibilities. "It could be an evolution to your powers."

"Evolution? I'm a freak, what kind of evolution is this?" Peter said angrily. "It's more like I'm mutating into some kind of monster. Oh man what if that's happening? What if I turn into some kind of giant spider? Yeah I can see the headlines now, giant 50 foot spider attacks Bayville."

Hank could see that Peter wasn't coping and quickly got out some medication. He got a needle with a sedative in it and went over to the boy. "Peter you need to calm yourself."

"How can I be calm when this happens?" He demanded and felt Hank touch one of his arms. "What are you doing?"

Hank quickly injected him as Peter flinched. "Ow, what was that…wait…why are…" Peter's eyes fluttered close as Hank caught him and gently placed him on the bed.

"I gave him a sedative to calm himself," Hank explained to Rogue and Kitty. "Hopefully he'll be better when he wakes up."

"I don't blame him," Kitty said looking at him. "If that happened to me I'd totally freak out as well."

"What's going on with Peter now," May demanded nearly bursting into the room with Kurt and Storm. "I thought you said he was doing better so what's this I hear about-Oh my god!" May's hand went to her mouth as she saw the state Peter was in.

"Henry?" Ororo asked looking at Peter's form.

"I don't know, I wish I did," Hank sighed. "I'll try and find out what's happening." Although he hoped he could find out. Maybe if Peter's blood could shed some light on things, plus he would have to get in touch with Moira, he also hoped that Dr. Connors would help. This was quickly turning into something similar to the man's experiment with Lizard DNA. At first he didn't think there might be anything similar because Connors and Peter's DNA were altered with animal DNA but from different ways.

Plus Dr. Connors had been cured of being the Lizard. This new development in Peter's physical body now made him rethink things. And there was something else, what if this was just the start of the changes? What if Peter had been right and they had a problem like with the Lizard all over again. He hoped that Connors hadn't destroyed all his work as they might need it. He quickly got to work getting samples to work with.

**-Later that Day-**

Bobby was waiting around the front gate, he had been given a call earlier from that new girl Gwen. She was on her way and he said he would meet her at the gate. Honestly he was also to keep her from getting too far into the mansion. When she first called, Bobby had asked Xavier who said it was fine for a friend to come over. Logan of course didn't like the idea but he was paranoid. Bobby figured that more human friends was just proof that human and mutants could get together.

Then Peter had been brought back and the entire place went nuts for a bit. He heard the story from Kitty, Quicksilver with the newer members of the Brotherhood had kidnapped her to start a fight. He wished he could have been there but from what he heard they kicked ass anyway. Although it was a bit late to call Gwen and tell her not to come, Logan wanted her nowhere near the lower levels and from other places.

The last thing they needed was for her to somehow see Peter as he was apparently he wasn't taking it well. Not that Bobby could blame him he heard how Peter had grown several new arms. He hadn't seen this but the image was really freaky. Honestly it all kind of put a damper on the whole thing really but he really didn't want to call her up and tell her she couldn't come. She really seemed like a good girl, she was cute too he figured. Plus it wasn't like they were overflowing in friends outside of the mansion.

Kurt had Amanda and she was cool and all but she mainly hung out with the X-Men members and mostly Kurt for obvious reasons. There were Scott and Jean's two friends but once again they usually hung out with Jean and Scott. Peter had some friends but they lived in New York city so Peter talked with them a lot. None of the New Mutants really had any human friends their own.

Actually now that he thought about it, Jamie and Spyder hung out with Doc Connors' kid all the time but those three usually kept to themselves being the youngest so Bobby didn't count him. So it would be nice to have someone their own age that they didn't see all the time. He liked the others don't get him wrong, but it was nice to meet new people. Plus they could all get on each other's nerves at times.

His thoughts were broken when he noticed a familiar blonde haired girl walking up to the gates.

"Holy crap this place seems bigger in person than on TV," Gwen said looking the place over.

"Yeah hard to believe the place got trashed not that long ago too," Bobby smiled at her.

"Yeah what was up with that?" Gwen was actually very curious about that. "There were all kinds of rumours, plus there was something mentioned about robots I think."

"Yeah some jerk sent robots after us," Bobby shrugged, "Not sure why really. I don't think we really found out who was behind that. Then he noticed the small travel bag she was carrying. "What's with that?"

"Hey you said you had a pool and in this heat I really want to get a swim, so can you show a girl where to change?" Gwen asked him smirking.

Gwen had to admit, this place was great. She was now currently sunning herself next to the pool at a mansion. Maybe moving to this place had its up sides after all. After changing Bobby led her to the pool as a few others had gathered there. Gwen met a few of the others as she got to know them. The pool was great too, plus she was kind of glad to wear her two piece black number, she could tell the boys were checking her out. Sure it might be a bit wrong to tease but it was nice to know she could get interests.

She was on her back enjoying the sun and listening to the boys going at it in the pool. Some kind of water fight had started up somehow and now the boys were trying to establish the dominant male or something. It just proved to her that no matter who you were, human or mutant, boys would always be boys.

Although there was something going on, Gwen was sure that the place felt a little 'off' to her. Like there was something hanging in the air. She turned to look at a blonde girl sunning herself next to her. Gwen tried to remember the other blonde's name for a moment.

"Hey Tabitha right?"

"Yep, what's up?"

"Is there something up or what?" Gwen asked not bothering with beating around the bush, she didn't believe in that kind of stuff anyway. "I mean there's this really depressing feeling going on since I got here."

Tabitha sighed as she rolled onto her stomach, "Well one of the older guys here, well, he's kind of sick at the moment. They're not sure what with and so we're kind of worried about him."

Tabitha knew better than to say that it was because Peter sprouted out several arms. It was like something from one of those bad B films from the Fifties. It was too bad this had to happen Peter had been through a rough time with being in that medical room all the time.

"Oh, sorry didn't know about that. I would have come back at another day or something." Gwen wasn't sure what this person had, but by the way Tabitha said it, something told Gwen it might be nasty.

"Can't do anything about it," Tabitha shrugged it off. "Anyways we need something else to think about. Mr. McCoy is pretty awesome with this kind of stuff so things will work out. Plus I think the guys would have missed out on looking at girls in bathing suits."

Gwen smirked along with the other blonde as she noticed the boys steeling glances their way now and then. Oh yeah, wearing the two piece was a good idea to make a good impression. She noticed a couple of other girls. One girl who looked Brazilian and another that looked somewhat gothic and older. She was by herself reading some book under an umbrella.

"What's with them?" Gwen asked pointing to the other two.

"Amara looks to be getting ready for some sun and as for Wanda, well she's okay once you get to know her. It's just getting to know her is the tough part. Kind of learning how to be social with others, she's actually a lot better than she used to be." Tabitha informed her.

Gwen was wondering why that was but decided to save asking that for later. Besides, some people were just not social naturally. Gwen sighed enjoying the sun and the heat on her body. "Man my dad would be so pissed if he knew I was here."

"Oh yeah?" Tabitha sensed she could feel someone like herself, someone not afraid to go against the rules, a rebel in fact. Although Tabitha had recently learned that being a rebel wasn't all that it was cracked up to be.

"Yeah he's always going off on how I should do this and don't do that, but he's always at work. He never makes time for just us and he thinks he can be a good dad by just showing up now and then," Gwen sighed in frustration. "He even said to keep my distance from mutants because they might be dangerous. I mean come on, you can say that about anyone."

"Man what's your dad do for a living?"

"He's a cop."

Tabitha blinked and then barked out laughing, Gwen looked at the girl wondering what was so funny about that. Tabitha took a moment to stop laughing to explain, "It's just really odd. My piece of trash for a dad is a career criminal, a pretty lousy one at that."

"He is?"

"Yeah, bastard is in jail, again I might add not that he doesn't deserve it." Tabitha would never forgive her father for all the crap he had put her through in life. Even Gwen could hear the venom in the other girl's voice about it and was wondering just what kind of father Tabitha had.

"Look at least you're dad seems to care," Tabitha sighed. "Sure he's a workaholic by the sounds of it but did your dad force you to steal? Mine did when he saw what I could do, I could have gone to jail...well...or whatever teenagers go I don't think I can be put into jail unless I'm eighteen."

"Anyways, the guy never cared for me and used me, twice. When he got out he found me and I ended up doing it all over again. I hated it and I hate him for making me do it, I made a pretty stupid mistake because of it as well." Tabitha if she had known she would never have left the mansion. She had done so because she couldn't face Xavier, the one guy that had taken her in, given her a home and had actually been nice to her. But the guilt over what she had done had just been too much.

"Plus I'm not the only one, Wanda over there? Her dad wants to rule the world and when her powers manifested and she couldn't control them, he couldn't be bothered and so he had her locked up in the loony bin. She wasn't even crazy and he put her in a building for years, hell she only got out of it this year."

"Ray, his parents kicked him out of the house when they saw what he could do. They totally freaked out and wanted nothing to do with him." Tabitha told her. "So you should be thankful for what you got because some of us don't get the loving family or the over protective ones either."

Gwen was silent after that she hadn't known about any of that, it never even occurred to her. In comparison her dad was okay. It really gave her something to think about. "Sorry I didn't mean to come off as some kind of stuck up bitch or anything."

Tabitha waved it off, "Hey we all have issues right? It's nothing big it's just kind of sore spot for a few of us. This is the only real home some of us even have."

A few moments of silence passed before Gwen spoke up, "Well...this is depressing."

"Yeah no kidding," Tabitha agreed. "It's been a depressing enough day as it is. Well I say I'm going to go to the pool, flirt and let the boys drool to make myself feel good. You want to join in?"

Gwen smirked, "Now that sounds like a way to get over any depressing moment."

**-Med Lad-**

It had been a few hours since Peter had been given the sedative. He was finally starting to wake up at that point. Feeling groggy he raised a hand to his head rubbing it. Then he noticed something strange, like he could feel several things at once. He opened his eyes and looked to see that one hand was on his head, one on this stomach, and four more resting on the bed.

"Damn it...it wasn't some bad dream..." He sighed to himself. He had been hoping that the entire day had been a fever induced nightmare. When he woke up he thought he had just been still in the medical ward the entire time and the day hadn't happened.

"You okay now?"

He turned to see Rogue sitting there. "Not really, still got the extra arms but I'm calmer at least. Why can't life just leave me alone? I mean seriously what did I do to deserve this happen to me?"

"Ah don't know but we'll fix this," she told him.

"I hope so," Peter said looking at the ceiling. They were silent for a long moment before Peter had to voice what they both were worried about. "What if they can't fix this? I mean what if I'm stuck looking like this for the rest of my life?"

"We'll fix it," She told him stubbornly.

"What if this is-"

"We'll fix this!" She shouted at him. "Ah don't know how but we can, we helped Dr. Connors remember?"

"Yeah but what if this is more like something like Mr. McCoy or Kurt?"

Rogue looked down at her hands, "Ah don't know."

"I wish I studied more genetics," Peter muttered to himself. "I could use that now. Try and figure this out. I take it the entire mansion knows by now?"

Rogue nodded her head, "Logan said that no one is ta bother ya about this, said somethin' about personal trainin' tahme with him if they do."

"Nice to have a guard dog like him around," Peter sighed trying to make a joke but his heart really wasn't in it. "How is Aunt May taking this?"

"She was in here earlier she needed ta get some rest though."

Peter winced at that, he really didn't want his aunt to worry herself sick over him. She had really had gone through enough and he already felt guilt enough as it was. Looking at Rogue he could tell he was worrying her as well and now he felt even worse. "Sorry, I'm just in a really crappy mood at the moment."

"Well considerin' what's goin' on, ah can get why," She told him gently. She really didn't like Peter like this, all depressed and angry. It wasn't the real Peter but given what was going on with him she didn't blame him. He was going through a really tough moment and he had already dealt with a lot.

Peter sat up it was still a bit odd trying to move around with the extra limbs. He looked at his arms for a moment and then looked to Rogue. "You know anyone that's good at sowing? I think I'll need some new shirts."

Rogue just lost it at that point, all the stress and everything just got to her as she just laughed. She couldn't help it out of everything that was going on he had to ask for shirts of all things. It was totally insane and for some even more insane reasons she was laughing. Peter smirked seeing her like this it made him feel a bit better about all of this. But he really needed to get on top of this problem. He didn't care how long it took he needed to fix this.

**-Brotherhood House-**

Mystique was in her room, it was the best room out of the whole house but she was used to living like this plus she needed her own space. At the moment she was at her desk on a laptop working. She was trying to find more mutants that she could use, they didn't have anything fancy like Cerebro so they had to use the old fashion method. That is when Destiny didn't give any clues but her old friend hadn't been heard of for awhile. She sighed looking through internet sites, marking down possibilities and then trying to find more information on them was long and tedious work.

It was then she heard the commotion downstairs. Normally there always was but she honestly could use a distraction. So she left her room and headed for the stairs, she was halfway down when she started to hear her new daughter's voice.

"Then he grew these freaking arms right out of his sides. I mean what the hell was that?" Sandra asked.

"No way that really happened?" Toad asked from his spot on the couch. "Man I wish I had been there for that."

"Where were you and Fred anyway?" Quicksilver asked them.

"They had a new all you can eat place," Fred told them.

"Yeah you should have seen the place," Todd laughed, "I swear they were crying by the time we left. I bet they'll go out of business pretty fast after that. But man he really grew arms? I bet Nightcrawler will like having another freak around."

"What is going on here?" Mystique asked entering the living room.

"It's the Parker guy," Sandra told her seeing the slight way her adopted mother's eyes narrowed a bit. She went into how she and the others tried to take on the X-Men, the battle and then how Peter had changed during it. She didn't say how the X-Men had gotten away just that they had ran off when that happened.

Mystique was intrigued by this, she was wondering what was going on now. It might prove useful to keep an eye on this. "Well since you all seem to be putting into practice what I'm teaching you, then I can't be too angry that you did this without orders. However don't let it happen too often."

Sitting on the stairs, Max Dillon was listening to everything. He suspected that Peter was Spider-Man. He didn't buy that little show on the news personally, maybe a few like Toad and Fred would but he didn't. He could have used this to his advantage, say to the papers that he knew but without proof who would believe him? Besides what was the point? Non really, he couldn't use it but maybe he wouldn't have to now. The fact that Parker now looked like a freak was great news for him.

That meant that Spider-Man wouldn't be around anymore and he could finally get back to earning some cash and maybe getting out of this dump.

**Next up chapter 16: Curse of the Spider Part 4**


	16. Curse of the Spider Part 4

**Sensational Spider-X**

**Chapter 16: Curse of the Spider Part 4**

It had been a week since Peter's change and he was rarely seen, he kept to his room or was working with Beast in the lab trying to help in any way. Although he did admit that he was learning a lot about genetics he really wished it wasn't because of his new condition. So far he took to wearing a lab coat as he couldn't really wear any shirts. Currently he was working with different samples of his blood, putting them into a centrifuge.

Hank was over in another corner of the lab looking over an e-mail, apparently Doctor Connors got the message and was sending them all the notes he could remember on his own work as well as what he thought of looking over the data. Too bad he was in another state with his family on vacation but they were coming back. Thankfully his family totally understood in fact given what they had done to cure Connors, they wanted to help in any way.

He was also confirming with someone else named Moira, he wasn't sure who she was other than she sounded Scottish like Rahne, Peter had overheard them talking on the computer a couple of times. A few things they were talking about were over his head but he was finding how easy he was picking this up. If he could get himself back to normal, maybe he would take a look into genetics. But the future was a bit too uncertain for him now.

He rubbed his face feeling the slight stubble there, it wasn't much just a few patches but apparently he was finally starting to grow some facial hair. Although he seriously needed to get some more sleep. He only slept for a few hours at a time, it was just hard to sleep because he kept tossing and turning. Then when he tried to sleep on his side one or more of his new arms would get trapped under him, they would go numb and it would wake him up. Personally he wished when he felt them not there anymore it was true, but he had to try and get the blood flowing again.

It was a constant annoyance, not to mention it made a lot of every day things really difficult. He had to concentrate all the time on which arm was to do what. When he tried to type something, a third hand tried to type, when he ate, sometimes he would have food in more than one hand. He wasn't careful and when he thought of reaching for something, an arm shot out and slammed into a work bench because it was at a lower angle than normal.

He had to literally tie his arms against his body to keep them from moving around on him some times. He really wanted to find a cure for this, especially since he couldn't lead a normal life anymore, well more normal. He couldn't go out as Spider-Man like this, you can't hide the fact that he had six arms and suddenly a boy from Xavier's had six arms. He dodged the bullet once already with all that stuff, he didn't think he could do it a second time.

What made things worse was that Electro was acting up again. Last night he caught a bit of news that Max was going around blasting open ATMs and taking the money again. Well, the police have no idea who it was. The reporters were speculating that a mutant might be it or a new criminal was going around with high voltage equipment. Both weren't far from the truth, Max was like Peter, a human that was given powers, not born with them.

Still it really pissed him off, he had thought that he had warned Max off with their first fight when he tried to pull this stuff. Since Max hadn't done it again since, Peter thought that maybe Max got the point. Although when they had fought a second time Peter had been Spider-X and Max had seen through it. Peter tried to bluff but he wasn't too sure at the time if it worked.

Since Lance had once told him how Max said that he thought that Peter was Spider-Man, Peter guessed the bluff hadn't worked. That wasn't good, Peter was thankful that Max had kept his mouth shut about it to the world but the boy was smart enough not to draw attention to himself like that. At least not out in the open, if he had said something to reporters, then Max and the others would have been exposed. It would be kind of hard to do crimes when everyone knew your face and your powers after all. It was odd how the Brotherhood were still the only mutants in town that people didn't know it.

He sighed, life really wasn't fair at times.

So now he took stock of his life. He had some kind of strange genetic thing going on that was screwing with him, giving him extra arms and doing god knew what else, he was tired and wearing himself out trying to help find a cure, and oh yeah, Electro was out causing trouble again knowing full well that Peter couldn't do a damn thing about it.

It was no wonder he felt so miserable.

"You look like you could use a break," Hank said coming up next to the young man. "You can't do much more at the moment anyway, all the rest of the test results won't be in for a few more hours."

Peter sighed running a hand through his brown hair, "Yeah I know and I feel nasty as well but I'm kind of motivated to keep going." Peter moved a few of his extra limbs to show his point.

"Peter trust me," Hank said in a serious tone. "I know full well what you're going through. When my mutation started up I was panicking. I wanted to stay normal and for the longest time I did. I develop a serum that helped to suppress my growing mutation but over time it started to weaken. My body got used to the chemicals and as you can see, they no longer became effective."

"I fought against the river and was swept away by it," Hank told him with a hint of remorse in his voice. "Maybe if I hadn't tried to suppress it, my mutation wouldn't have been so pronounced but I'll never know now. At any rate I remember when I was first creating the formula, it was a long and difficult task and I nearly killed myself making it."

"I don't want to see you doing the same."

Peter wasn't sure what to make of that statement, "Yeah but what if I can't go back? What if I'm stuck like this? Can you honestly tell me that if you had the chance to go back to how you used to be that you wouldn't do anything to do it?"

Hank had to admit to himself that he would do anything, he missed his old life. He missed being a teacher and just going around without people shocked by his appearance. He may have accepted what he was and his life now, but that didn't mean he was completely fine with it. Sure he could wear a holowatch like Kurt but he missed being out just as himself. Maybe one day people would accept mutants enough that he could just walk down in broad daylight as he was, without worrying too much about what others thought of him.

Hank placed a hand on Peter's shoulder, "I still think about how things used to me. But I can't live in the past and the future is not yet written."

"I just hope I have a future," Peter said more to himself.

"Peter as long as you are here there will be a home and people for you. Trust me on this most of all, there will always be a future for you here." Beast told him with a smile.

That was something Peter knew he wouldn't have to worry about, being here he could still have a life even an odd one. He rubbed his tired eyes feeling a headache from straining himself too much coming on. Maybe a break to recharge was in order something to just take his mind off things even for a bit would be welcomed.

Peter decided to go to the living room to get some rest and maybe watch some TV. Although there really wasn't much on in the mornings in summer, nothing new on TV and it was too early for repeats of the good shows, as they would be on later in the afternoon. But as he sank down into a seat he saw a few others were already watching mindlessly some cheap movie from the 90s by the look of it. Must have been some straight to video movie as he didn't know it but no one was really paying much attention at any rate.

It was really uncomfortable being around others, he could feel them looking and even caught them sometimes. It was getting annoying and he hated it, how Kurt put up with this kind of stuff he didn't know. Then again people were used to Kurt by now, maybe given another week people will not look all the time but he didn't want to go another week like this.

Not too far off Lance and Kitty were near the door talking, well Kitty was talking mainly about what they could do for the day. He wanted to check out his jeep but Kitty felt like going out, she pointed out that he could check his jeep at any time, which was kind of true. It was just that he really liked taking care of his jeep, mainly because it was his and he liked to keep it in shape. Plus with Xavier helping out with parts he had finally managed to get a few things up to spec again.

Before he left the Brotherhood the brakes had been getting close to needing new pads, the seats needed to be replaced soon, the left turn signal light was burned out and a few little things. It would have cost him an arm and a leg but now all he had to do was help out around here and keep out of trouble. Although as Kitty went on he couldn't help but keep looking at Peter, he could see the shifting under that lab coat he had on knowing the arms under it.

It was really freaky and given the type of people he knew that was saying something, maybe it was the fact that Peter wasn't a mutant. That he could be turning into something completely different soon that was so fascinating. He grunted when Kitty lightly punched him in the ribs, nothing hard just to get his attention.

He was about to ask what her problem was when he noticed her glaring at him.

"Lance quit looking," she hissed in a low voice trying to not let Peter hear. "You know he hates it when people stare."

"I know but I can't help it," Lance told her quietly. "I mean how many people actually grew new arms?"

"Well just like put a stop to it," Kitty told him slightly angry. "He's got enough to worry about you know."

"Oh come on like you were any better with Nightcrawler," Lance shot back. "I saw how you avoided him in school and I heard how you freaked out around him all the time."

Kitty nearly winced at his words, truth was she had done that and looking back it had been very stupid. She also knew that Kurt had had a crush on her and had been trying to get her to notice him. The only problem was that she wasn't used to the whole mutant thing and seeing him made her uneasy. Yes she had been petty and shallow, not even thinking how he felt, she knew what it was like to be made like she was different. Her entire high school life before joining the X-Men was filled of examples, being picked on for being the 'nerd girl' and sucking at anything physical.

Strange how Logan had wiped her into shape in such a short time, not that she wanted to go through 'Logan bootcamp' all over again.

But she really wished she could go back and had been nicer to Kurt, he really had no friends before coming here and she hadn't made it any easier. Kind of odd how things worked out, now Kurt was her best friend and she didn't even notice his blue fur anymore, well, when he didn't shed it at least.

"Look I know I totally screwed up back then, but I got over it, me and Kurt are good now. I totally beat myself up on that enough as it is, so I don't need you pointing it out to me." She said poking him in the chest. She really didn't need him pointing it out.

Lance didn't like the poking part, "Look, all I'm saying is that if you acted all freaked out, than you should understand where I'm coming from. I'm not the only one you know."

"And I'd tell them off too," Kitty said back. "I do know, I know it's a mistake and honestly I thought you might be better than that."

"What's that supposed to mean? That a crack against the fact I have a past? You still see me as some kind of thug or something?"

"No, god, haven't I made it totally clear I forgave that?" Kitty asked him. "I mean I forgave that you used me to get those tests answers."

"Hey I didn't twist your arm, you seemed pretty eager for that."

"I was confused and you took advantage of that," Kitty went on. "Plus I forgave you for nearly killing me and my parents."

"That was an accident!"

"Which is why I forgave it," Kitty sighed and muttered to herself the last part. "Although I don't think my parents ever will." It was that reason that she had never told her parents about her dating Lance. The fact that he convinced her to do something that could have gotten her expelled, not to mention the whole near death thing from the building collapsing on them. Yeah, she wasn't going to tell them, not any time soon at least.

"Jeez are you two going at it again?" Bobby asked from his seat, he had been near enough to catch most of it. "I swear it's like you guys fight, make up, then you're all lovey dovey, rinse and repeat at nausea."

"Shut up Bobbie/Drake." Both of them said at once.

"See, already agreeing again," Bobby smirked at them.

Peter eventually couldn't relax around others, it was just hard to when he knew people were casting sideways looks. It would take time for it to be normal, but he didn't want this to be normal. So he went up to his room and tried to relax there. He looked up some information online to try and take his mind off things. Looking up the new stuff from Stark Enterprises, to reading some online web comics, he sent a few e-mails off to MJ and Harry.

He didn't tell them what was going on, he didn't want to worry them. He posted a few comments in a few forums he went on. A couple of science forums, a few fan sites and blasted a few idiots making racial comments about mutants on another. That was something he hated seeing and honestly he actually posted that he wasn't a mutant and was dating a mutant girl. He knew that would get some feedback and he didn't really care.

Peter also came across a news report about how Spider-Man was missing, not being seen recently and a possible link to the slight rise in the crime rate. That wasn't something he needed to see. Looking at his closet where his Spider-Man stuff was kept he sighed. He really most of all wanted to just put on the suit and get out there. He liked being Spider-Man and helping people, he felt like he was doing something good in the world.

But once again, he couldn't, not like this.

It was just so frustrating that he didn't know what he could do. If this was permanent then what then, would he have to give up being Spider-Man or create some all new alter ego to use? He really didn't want to think about it. Plus his relationship with Rogue felt it was being strained, not much but a bit. He was working so much he knew she was worried he was overdoing it. He just wanted to be able to go out with her again, to just be how things used to be. At first he thought she might not be comfortable being around him, in truth, it was_ him_ that wasn't comfortable being around her.

He hated how awkward he was around her with his arms and hands, it was hard to just hold hands and sometimes the arms got in the way of things. It was just so awkward that it took all the fun out of things sometimes. You'd think having a lot of hands with the girl you made out with and even was naked with would be a plus, it wasn't. They hadn't tried sex thankfully, but the few times they were alone in his room…well things got complicated.

It really just killed the mood basically and he didn't want to think about it much.

He hoped that things would get better soon because he wasn't sure just how worse this could get.

**-That Night-**

Peter groaned as he started to toss and turn in his bed, he was deep in sleep but it wasn't a peaceful one. His body was covered in sweat and it wasn't due to the heat of the night either. He turned to his side and groaned as he felt pain in his joints. His body started to shake as he groaned even louder.

Soon the groaning turned into growls in the night.

Jean was in her room brushing her long red. She was in her night shirt as she thought about the current events. Although everyone was worried for Peter, she knew a bit of what he was going through. Or at least what he might be feeling. When her powers had gone out of control she had been scared nearly out of her mind. Thankfully her friends and Scott and pulled her back, to this day she wasn't sure what would have happened if they couldn't have helped her. It was at that point she might have started to have feelings for Scott that were more than just friendship.

She had even tried to talk to Peter about it but he was so obsessive to finding a cure that he wouldn't listen. She stopped her brushing as she frowned, she knew that Peter's isolation wasn't helping anyone, it was worrying everyone especially those closest to him. She has seen the worry in Rogue, May and Spyder every day but Peter worked himself into near exhaustion every day with Hank.

She sighed as she placed the brush down, she gestured to her door as it opened just as Scott was about to knock.

"Okay that is really creepy when you do that you know?" Scott said as he entered the room and closed the door behind him.

"Sorry it's just kind of habit," she explained looking over at him. "I just felt you coming and knew you were going to knock."

"That's happening a lot more lately," Scott said as he stood behind her his hand on her shoulders. "I mean sometimes it's like I can almost feel your presence when you're near but I'm not telepathic, at least I don't think I got that unless it's some strange secondary mutation thing."

"I thin it's me in a way," Jean had noticed it as well as she thought about it. She was a bit too embarrassed to talk to Xavier about it all, even though he was the only other telepath she knew, she really wished she had a female telepathic friend she could talk to. "Well you know how we talk together a lot with my mind?"

"Yeah."

"Well I think it's part of the reason, it's making a link between us and I'm not sure if that's a good thing or not." She was worried about it, as far as she knew this kind of thing hadn't happened. Then again there wasn't much on telepathy, they were kind of writing that book as they went. Kind of like how a lot of things dealing with mutation seemed to go, there was so little they understood. Even Peter, whose powers are artificial in nature were something that no one really understood, especially now.

Scott could see that she was a bit worried about it. "Hey I'm not complaining," he assured her. Although it was kind of strange and a little odd in a way it was kind of reassuring. "Besides I think it's a small thing compared to what else has been going on."

"You mean Peter."

"Well partly," He sighed thinking about it. "I mean there's that, plus we still don't know who exactly attacked us and captured several of us. I know that Peter's friend said his dad wasn't involved but I don't know. That was a lot of materials and a whole facility like that and the head of Oscorp didn't know?"

"You think that Harry lied?" Jean looked up at him surprised as she remembered Peter's friend.

"I don't know," Scott had been thinking long and hard. "Maybe he thought he was right but still, I want to keep my eye on that company just in case."

"With everything going on that whole thing was pushed to the back of my mine," She looked back at her mirror. "I have no idea what they were doing there but I had a bad feeling just being in that place as we were leaving. I think there was something else there, something…I don't know. Like a dark imprint was left, it's hard to put into words." That was one of the things about being a telepath, she was so sensitive to things like that and it was hard to explain to other non-telepaths.

"You never said anything about this before."

She just shrugged, "I wasn't sure if it was real or not, still not sure to be honest. Maybe I was just really shocked from the whole thing. I never want to go through that again, it reminded me too much of Asteroid M and what Magneto did to you and Scott."

Scott's gentle hands on hers shoulders started to gently rub them, "Hey don't worry that turned out fine and so did that mission."

Jean nodded and then blushed remembering that night, "Yeah…when we…"

Scott coughed as he caught her train of thought, blushing a bit as well. "Yeah…"

Jean felt his strong hands on her shoulders and remembered how they had been over her naked flesh. She felt herself warming up as her memories of their first night together was forever etched into her mind. Now that they had gone that far they had tried it a few more times.

"You know…it's late and no one else should be up," Jean trailed off as she slowly got up. She got around her chair as she looked into Scott's eyes, once again thanking Peter for giving Scott a device that allowed him to see normally again. She loved looking into his eyes.

"Jean…" Scott trailed off seeing her beautiful face inches from his own. How long had he loved her from afar before she had noticed him? They had been there for a long time but he knew he had liked her for the longest time. He hadn't wanted to ruin their friendship but he still had wanted her. Now finally he had her and god how much he wanted her at this moment. He cupped her face as his lips met hers.

It was a slow build as they savoured the taste of each other, each moment growing in passion between them. Jean wrapped her arms around his neck and head pulling him in close as he grabbed her hips pulling him against her. She could feel the emotions coming off him, all the passion, the love and the lust. It was intoxicating as each kiss was like a drink of whine as she got drunk off the experience.

Slowly Scott moved them to her bed as they got more comfortable. Scott stared to kiss her neck making her moan in pleasure as her hands started to explore her body.

Jean was enjoying it, that is until her mind was suddenly hit with the most intense sensation that shocked her. She jolted back feeling like something had slammed a spike into her mind.

"Jean? What's wrong?" Scott asked worried that he might have done something wrong.

She held her temples sitting up, "I don't know…there's something…" Then she felt it, like someone was in intense pain and all these emotions that were so primal. It was like some primitive force had suddenly shown up from somewhere. She felt confusion and a need of some kind.

"Scott…something's wrong," Jean got up as Scott joined her.

Scott was about to ask what was wrong when a large roar was heard. Both of them jumped at the inhuman sound as large noises were heard. Both young adults ran out of her room as others had come out to see what was going on. There was confusion all over the place and Jean couldn't pin point the location through it all. They just followed the sounds as a large crashing sound was heard. They continued on to see Peter's door was wrecked, in fact it looked like something had tried to claw it ways out.

As they forced the door open they looked into the room as others were gathering up.

Peter's room was a mess, it was trashed with what looked like large claw marks everywhere, and the French doors that led to the balcony were all smashed outward.

"What's goin' on?" Demanded Rogue as she bullied her way in, she stopped dead in her tracks as she saw what was going on.

"The hell happened?" Bobby asked as he was just down the hall. "I heard all this crap going on and was about to knock on his door when the damn door nearly caved in or something."

Suddenly a large roar was heard again as everyone made to the broken exit, being careful of the glass. It was dark and it was hard to see what was going on.

"There on the ground near the trees," Jean said pointing to a large dark shape.

"Oh god…" Rogue went even paler as she saw the large hulking form going to the trees. It had multiple arms. "Peter!" She yelled out and the thing seemed to stop for a bit. As it turned the moonlight was just enough for eight red eyes on a large head to be seen slightly. Everyone stood still as they froze in horror. They couldn't make it out fully, but what they could wasn't human, not anymore.

It roared once and ran off disappearing into the night.

**Next up Chapter 17: Monster on the Loose**


	17. Monster on the Loose

**Sensational Spider-X**

**Chapter 17: Monster on the Loose**

To say that the mansion was in chaos would be an understatement, Peter's rampage in his room not only woke up several people, but he later tripped the alarms on his way out. This woke up everyone else, most thinking that they were under some kind of attack again. Some were still half asleep wondering what was going on. With everyone running around yelling or asking questions it took awhile for things to calm down. It got better when Hank turned off the security alarm as the adults tried to calm down the others.

Logan had already gone off to run down Peter, they needed to keep track of him and Xavier was going down to Cerebro to try and see if he could use it to touch Peter's mind. Although Peter wasn't a mutant, his data had been imputed as a special file in the computer system so Xavier could track him if he had to.

Everyone else was too wide awake to go back to sleep so most went to the living room or some place to gather up, all but one that is.

Rogue hadn't said anything in the longest time as she felt like she was in a nightmare. The image of what Peter had turned into kept running through her mind. She had never been so scared in her life and it wasn't even scared about herself either. Suddenly she just walked determinately to her room and no one really noticed. Rogue had been through a lot of crap in her life, she had been lied to for years.

She thought Irene hadn't known about her parents, she remembered asking her when she was younger and Irene had just said that she was Rogue's guardian and that Rogue was an orphan. Well turns out she had an adopted mother and a foster brother out there. She had been warned to keep her distance from people, not knowing that Irene had seen what her powers would be and didn't warn her. First time a boy took notice of her and tried to pick her up and she nearly put him into a coma.

Then there was the running, scared out of her mind, a life time of loneliness and for over a year she thought she would never be able to touch another living soul for the rest of her life. A lot of other crap had happened as well, being in battles, fighting against crazy people with powers, and all kinds of things.

Peter was the one of the best things that had happened to her in her life, he got to know a girl like her and for the first time she opened her heart and wasn't hurt by it. So there was no damn why in hell she was going to stand for this crap. Peter had been through just as much as her and she wasn't going to sit on her ass and wait around. She went to her closet where one of her spare uniforms was stored. There was one in the lower levels in the girl's change room but this was closer.

She slipped out of her clothing and putting on the black material, the cloves and the green breast plate. Rogue was thankful the clothing was dark colors it would blend in better in the night. Still, she took her black leather jacket she wore when she was part of the Sirens. She took the shades as well just in case, although she had a guess anyone looking at her hair would notice it and could tell who she was, it was better than nothing. She looked at the bracelet on her wrist and took it off, she wouldn't need it not for this and she had to learn to control her powers anyway.

Her moped was still gassed up and ready, she took her cell phone in case she found him but what would she do when she found him, that was the question. She noticed the razor disk things she sometimes used in the Danger Room but dismissed them, Rogue didn't want to hurt Peter and she wouldn't risk anything like that.

"You're going after him," said a small voice from behind her.

Rogue turned around quickly and saw Spyder standing there with her hands behind her back.

"Ah'm goin' and no one is goin' ta stop meh," Rogue said to the younger grey girl.

Spyder smiled and nodded, "Yeah I wanted to do the same but I'm still feeling tired all the time. Plus if we both go they would notice more."

Rogue gave a small smile to the girl glad to see that she wasn't going to stop her.

"So I figure if I can't go I still want to help, so here," She pulled out her web shooters that Peter had made for her. Although Spyder could make electrical webbing it took its toll on the young girl, so Peter had created a smaller version of the web shooters that he used for her.

Rogue took the devices and although knew a bit about how they worked she had only tried them a few times. One time with embarrassing results but times were desperate. She slipped them on and was now glad for them. She now had something that might be able to hold Peter down while she called for help on the phone. She just hoped that the webbing would hold him, Peter said he made the webbing so he could break it. Well maybe if she used a lot it would work, she wasn't sure but she had to try.

"Thanks." Rogue told her.

"Just get him back," Spyder said worried.

Rogue nodded as she moved to the French doors and the balcony. Thankfully with her knew enhanced physical abilities from absorbing that symbiote venom costume her body was better than ever. She gently dropped to the ground, normally a two story drop would hurt but she only grunted as she rolled as she hit the ground with a roll. Okay maybe the impact hurt a little as she winced, but at least she hadn't broken anything and she was up and running to the garage.

Meanwhile, in the forest Logan was hot on Peter's trail. Logan at least thought it was Peter, it smelt like him but his scent had changed a lot. It was more animal like now and it took him a moment to get the scent in. He had nearly thought it had been something else at first but taking a deeper sniff he could still smell a bit of Peter on it. He could also see a lot better than most in the night, he could see the large claw marks on the trees.

He gave a small growl of frustration despite Peter's new large size the boy was quick. Although Logan was sure he could catch up, he wasn't sure how to take the kid down without hurting him. Sure he was great at tracking but taking down a target gently wasn't exactly something he did all that much. Mainly because he could never be bothered with 'gentle' most of the time. Well he figured he would just wing it when the time came he usually did in battle anyway as when the battle actually happened, his experience told him any and all plans went up in smoke.

Still…he sure was big by the size of the foot prints and the trail of broken tree branches he was seeing. Larger than Sabertooth that's for sure, and if the kid's mind was more animal like, well that meant that Peter would fight like one. Everything told him that this was bad.

Hell he was running in just jeans, a shirt and his bare feet he hadn't had time to get his shoes. He had been about to get some sleep when everything went to hell and as soon as he saw what happened, he ran after Peter to track him down and make sure nothing happened. He felt the earth on his bare feet, not that he minded, in fact for some reason it made this hunt feel more natural to him.

Logan had no idea where Parker was going but he had to head him off before he got too far into the city. He noticed that the forest was going to end soon and tried to increase his pace. Oddly he knew without all the metal in his body he would be faster but it was also what kept him from losing a limb sometimes. The forest opened up and he saw foot prints in the earth. He followed them until they suddenly stopped. Looking around he saw he was still in the residential area but thankfully it was late and everyone was still in bed.

Although that didn't give Peter a lot of places to hide, that is until he saw a strand of webbing that was attacked the edge of the closest house.

"Damn," Logan muttered he wasn't sure how but the boy had webs and was using them to get around. This mean that the kid could out run him now on foot. Logan would have to get back and get his bike out to chase him down now and given all the time that would take, it would give him one hell of a lead. He growled in frustration as he ran back to the mansion, he just hoped he could find him before he did something stupid.

**-Downtown-**

Max Dillon was moving through the alleyways of downtown Bayville looking for the financial center. He was in his Electro costume as he was looking to score some more cash. He had been overloading security systems and ATM machines in order to pile up money. When he had enough he was getting the hell out of this dump. He was sick and tired of living in that rundown house, sick of those Brotherhood guys and sick of being told what to do all the time.

He was going to live it up, he had the power and it was time to use it. With mutants exposed there was no real reason for him not to use his powers now. Besides the only ones that could stop him was Spider-Man or the X-Men. They were too busy and if he was all the way in New York city it would be hard for them the track him down.

New York looked like a place ripe for opportunity for a man like himself. There were places where just flashing enough cash wouldn't make others look twice as a young man looking for a place to live. There were plenty of places to use his powers for money as well. Who needed school when you could just take what you wanted?

Still he was being careful, no good would come if the cops were on his case. So he was taking the back ways to avoid being seen. He wasn't too far now from an ATM machine that he marked earlier. He had been finding all the places he could rob and making note of them.

Looking around the corner he noticed that no one was around, that was good for the moment. He saw the traffic camera and grinned. He pointed his finger and a bolt of electricity took that out. No need to make things too easy and he had seen enough crime dramas to know that there were always cameras. Which was why he was in costume, just in case he was seen and didn't know it, he wasn't stupid.

Walking up to the ATM he fried the machine when he was two feet away. Max walked up to the front to the sparking machine and used his powers to fry the locks. It popped open easily enough and Max grinned at seeing the cash that was still in it. He was glad they refilled these things regularly as he started to stuff the money into a bag he kept with him. He wasn't sure how long it would take for the cops to show up, Max didn't know if he tripped any alarms when he disabled the machine. But he liked to avoid any problems for the moment.

Although while this was going on he had no way of knowing that he was being stalked. A few buildings away a shadowy figure stood watching him.

The creature that Peter became was mostly running on instincts, he had left the mansion out of fear, confusion and some primal need to get away. At times thoughts or memories of the man that he was came into his mind. It was confusing as it was only bits and pieces with no real information with it. Sometimes images of faces that he felt were familiar came but left just as fast. It was like those memories were just smoke and when he tried to grasp them they slipped away.

He had no idea where he was going but seeing the lone figure below triggered something. Something that said to fight, that this was an enemy and it was to be attacked. Slowly he stalked his prey as a sense of déjà vu came over him. An image of fighting this person in a street at night like this appeared for a moment.

That was all he needed to jump off the roof and swung over to him.

Max had just finished with the money when a large shadow loamed over him. He quickly turned before a large thing slammed into him. He had no idea what was attacking him, he only felt something large and heard some kind of growling. Electro quickly powered up and heard an inhuman roar of pain. He got his hands free to give a blast of energy at the chest of whatever this was sending it. It was enough time for Max to pick himself up.

Now he finally got a good look at what he was fighting and the sight made him pause. It was some kind of humanoid giant spider creature in torn pants.

"Spiders, why is it always spiders?" Electro yelled out as he fired a massive blast of electricity, it tore up parts of the street, caused lights to overload and most likely anyone could see the light from several blocks away. But he didn't care, Max had learned to hate spiders ever since he came to this city. He wasn't sure if this was linked to Parker and the X-Men or just something else. Whatever it was, Electro wanted to ensure that this spider got squashed.

But whatever the creature was it was surprisingly fast for its size, he kept blasting bolts of electricity at it but it would always dodge. Sometimes only at the last moment but it was still able to dodge. Electro kept his energy up to keep the thing away. He didn't want it getting too close to himself, as it looked like it would tear him apart. His blast that would miss, would hit other things. Store fronts had their windows explode inward, security alarms went off, doors were nearly welded closed.

"Alright you ugly freak, come and get me and see if you like being fried to a crisp." Electro taunted at the creature trying to get it a bit closer. If he could then it wouldn't be able to move fast enough to dodge that is if he was at just the right distance. Too far and he would miss, too close and it might claws his face off. It was a gamble but he really wanted to beat this thing into the ground.

What Electro didn't expect was the webbing that fired from one of the arms of the creature. The webbing wrapped around him as he was pulled off his feet and across the street, bouncing of the road and hitting a street lamp on the other side. Max grunted in pain, the suit stopped most of the skin of his body getting scrapped off. The lamp post however, now that hurt when he hit it. He looked up to see the thing stalking towards him.

"Let's see if your webbing is conducting shall we?" Max sneered as he sent massive amounts of power through the webbing. It traveled down and into the arm of the creature, it roared in pain as it let go of the webbing, holding its injured arm.

Max used his powers to blast the webbing off him but it took a moment for him to get up. He hurt but he was too pissed to really feel it now. He was about to attack again but then the sirens he was hearing were getting closer.

"Damn it, can't they have waited a bit longer?" Max cursed his luck. The money was on the other side of the street and the monster was between him and the money. Plus with the cops on the scene he didn't know what was going to happen then. They might just start shooting and he wasn't confident enough that his powers could be used to protect him. Max was still learning what his limits were with his powers and now was not the time to really test them out.

The lights of the police cruiser blinded both of them for a moment as the car come onto their street. It suddenly halted which wasn't a major surprise. It wasn't every day you see one person dressed up in a green suit with yellow lightning bolts on it, standing off against a giant half-man/half-spider monster.

"The hell is this!" One of the two male officers in the car asked looking at the scene.

"Not sure but we got to do something, those two are wrecking the street." The other one driving grunted. He didn't want to go out and deal with this, he didn't become a cop to deal with monsters and freaks.

"We don't get paid enough for this crap." His partner sighed grabbing the shotgun between them.

"You got that right," The other said pushing open his door and crouching behind it pulling his service pistol.

"Hold it, lay down on the ground!" The other one said not really believing that they would actually do it, but it was procedure and they had to follow it. The new detective that arrived from New York was adamant about that.

"Enjoy the time with the cops freak," Electro created a large burst of energy blinding everyone in the area for a moment. The flash wouldn't last long so he ran down an alleyway, he wasn't sure what that thing was but the cops would finish it off. Although he was still pissed, he was hurt and he lost tonight's money as well. Plus the cops saw the costume even Mystique would know it was him. He was not looking forward to her chewing him out for this.

The cops meanwhile took a moment to try and see, they had spots in their eyes but they could make out the shape of the creature. Since it wasn't responding and with that flash both cops weren't going to take changes. The shotgun went off but it went wide as the officer couldn't focus his eyes enough to aim well enough. His partner tried for controlled shots but seemed to only graze one of the arms.

It roared at them one hand going to the slight wound as two others fired webbing at the cops. They ducked behind their open doors but they were easily ripped off. This surprised them as they tried to take aim, their vision was better now. But it was too late they were caught in the webbing and hauled off their feet.

The creature looked at them almost trying to decide what to do, he wanted to harm those that hurt him but he had other prey he wanted to track down. He jumped to the building and quickly scaled it getting to the roof. He went on searching for his prey eager to find Electro again from some need and desire that even he didn't fully understand.

Not too far away from this was when Rogue was searching the streets for Peter. She had no real aim, she was just trying to find some kind of clue. She had no idea what was going in his mind now or what he was planning. But she couldn't just sit back anymore, she had felt like she had just done nothing when he was going through this changes. Now it was time for some action on her end. Rogue then saw the lights, in fact she would be surprised that anyone awake didn't notice them. She saw a few heads turn towards that area on those still on the streets.

Although she was sure that the light wasn't from Peter, if there was trouble then she could most likely find him that way. So she turned her small vehicle towards that area hoping to find something. The traffic was light so she took a few liberties here and there. She went through red lights or stop signs when no other vehicle was around to get to the area as quickly as possible. Rogue could see the flashes and now sounds were vaguely heard. There was a giant blinding light and suddenly popping sounds.

She had never heard real gun fire in real life, to her they would sound like they did in movies and TV so she had no way of knowing that those were the cops shooting at that moment. Still she pressed on, she was getting closer now when she suddenly caught movement overhead. She stopped suddenly and looked up to see a large shadow racing across the rooftops.

She turned her scooter around to chase after him, which was a lot harder than she thought it would be. She had to keep her eyes on the road so she wouldn't crash and also trying to keep her eye on him. When he disappeared she had to guess on which direction he was going and had to take an alleyway a few times to either keep him in sight or because the street wouldn't let her keep him in sight.

Rogue had no real plan at this point, she was too busy just keeping up but she somehow managed it. He seemed to jump off the building ahead of her, she was currently in some kind of alley in a residential apartment area. She could see that it opened up into a square little park area between the apartments.

She could heard something large moving in the shadows and turned off the motor. She could see a few lights and most likely people were starting to wonder what all the noise might be about. She walked into the area looking around. There were only a few lights the rest seemed to be broken. There were a couple of trees and some bushes, two benches. It wasn't a big area but she could see a hulking mass by one of the trees.

She tried to slowly make her way towards him, which was not easy in the heavy boots she naturally wore. Plus with the low light she didn't see the twig until her foot stepped on it, making a loud snap sound. Peter spun around and she could see eight red eyes glowing at her.

Rogue held up her hands and tried to speak to him gently, "Peter, ah know it's you in there. Please, let us help, let meh help. I know you're still in there fightin', please don't you know meh?"

Peter slowly started to come closer moving like a cautious animal, for a moment she thought it was working. That is until he tensed and from a few years of fighting and training kicked in causing her to duck and roll as one of his long arms took a swipe at her.

"Don't make meh fight you," Rogue begged as she tried to fire the web shooters she was given. One missed and another started to wrap up two of his arms. For a moment she felt that she might get somewhere. That is until he simply ripped the webbing off himself. She knew it have been a long shot but still she was hoping for something to go right with it.

"Fahne, ah didn't want ta do this," She muttered getting ready to touch him. She had no idea what it would do to either of them in this state but if she could only just take enough to knock him out and hopefully only take enough to still be in control. The last thing they needed was for her to change too and who knew how long she could be stuck as a spider monster until her powers wore off.

She tried to get in close but he was a lot quicker than her, she made for a leap to touch an arm but missed. When she landed she found herself webbed up now and shoved against a tree. His face loaming dangerously close to hers.

"Peter!" Rogue shouted.

For a moment he paused to take a long look at her, he seemed to be looking at her for the first time, taking his time as though trying to remember something.

"That's right, it's meh, please remember." She told him gently. Her arms were tightly wrapped up but maybe if she could reach the part that was still Peter. She knew he was in there, he had to be.

"What the hell is going on down there?" Shouted a man from the window, he looked at the scene below seeing the monster only as it roared up at him. He shouted and shut his window.

"No!" Rogue shouted at Peter as he took off again. She tried but this organic webbing was as tough as the kind he made from his web shooters. "Damn it!" She cursed thrashing knowing she lost her change now. She didn't know how long it would take for her to get free or how long the webbing would take to dissolve.

She eventually went limb as she felt nothing but failure at this moment.

Eventually she heard a motor and then it died, heavy boot footsteps were coming but she couldn't see from here. It was coming from behind her, she had no idea who it was and for a moment was worried. If the police got here soon she would have to come up with some kind of story.

She heard a sound and suddenly the webbing was cut. She wasn't prepared as she fell to the ground, Rogue looked around and up to see a very disapproving Logan standing over her.

"You have a lot of explaining to do," Logan said to her. He had been following Peter's scent as he came here. He was about to move on when he smelt Rogue and found her webbed up to the tree. He saw she was about to say something but he stopped her. "Not now, get back to the mansion and you better get there."

He turned to get back to his bike, "And I'll know if you're following me kid so just do it while I try and track him down."

Rogue watched him go off without her, she got to her scooter but it was on the opposite side of the area. Sirens would be heard now, most likely that guy that had yelled at them had called the cops. She cursed again as she got out of there as fast as she could. By the time she was safely away she had no idea where Peter or Logan went to. Slamming her fist in frustration on the handle she sat there for a moment before reluctantly she went back to the mansion.

**Next up Chapter 18: The Search for a Cure**


	18. The Search for a Cure

**AN: I can't believe I never did this but I kept forgetting. I wanted to dedicate this story to the memory of CrazySpirit123 who I personally think, wrote the only other good Spider-Man/X-Men Evolution stories on this site. Her story The XSpider and Eyes were very good. She was going to restart her sequel but she died before she could do it I was told by her sister in an E-Mail. So I wanted to do something for her memory.**

**Sensational Spider-X**

**Chapter 18: The Search for a Cure**

It had been a few days since Peter's change and him fleeing the mansion. Logan had been tracking Peter that night but it hadn't been easy. Peter had found a way into the sewer system so with all the smells and tunnels down there Logan found it hard to track. Eventually he lost track of Peter when he went through an area that overpowered his scent. Logan had to come back to the mansion empty handed and needing a few showers after it.

For the past few days no one was sure what to do, the battle between Peter and someone that sounded a lot like Electro, was all over the news. Then you get sightings of a spider monster in certain areas as well, which were on the rise. A meat packing plant was reported to have had several hundred pounds of meat stolen. Normally this wouldn't be major news with the exception that the metal security doors were ripped off and camera footage of a large hulking monster was shown.

To say that things were gloomy in the mansion was an understatement. It was hard for anyone to really enjoy the summer vacation. May was worrying herself sick, everyone would see her looking out a window lost in her own thoughts. Peter was the only family she had left in this world and now he was out there alone and who knew what was happening to him. A part of her was worried that even if they could get Peter, what if they couldn't change him back? She didn't want to think on that, it was just too much for her at the moment.

Everyone else was just waiting for now, tensions were also starting to fun high as well which didn't help things.

At the moment Kurt, Kitty and Amanda who had come over for more emotional support if anything else were sitting outside. Kitty was sipping at some water she had just looking at the large field of the backyard. Kurt was beside her and next to him was Amanda. When Amanda started coming over to see how Kurt was doing, she couldn't help but notice just how everyone else was taking things.

The place was usually so alive and full of energy and excitement, it was one of the reasons she liked coming over here. In a way with so many people with special abilities using it all the time, it was like walking into a fantasy world. But this fantasy had taken a dark turn lately and she was worried about how it might all end up. She was holding Kurt's hand as his tail was wrapped around her waist. Her other hand slightly trailing over it. Amanda couldn't help but be fascinated by it, it was so hard and strong yet it could be so gentle when touching her. Plus it seemed to help calm Kurt with the light stroking for some reason.

"So how is Rogue doing?" Amanda asked knowing that if there was one person that would be really hurting it was Rogue. She hadn't seen the older girl in the past few days.

"Bad," Kurt sighed leaning against her a bit.

"Totally," Kitty said, "She's like, just locked herself in her room all day brooding. Not that I blame her, but it's like she's back to her older self only worse. She hardly ever leaves and she's in a bad mood always. Doesn't say much and just seems to have shut everyone out again."

"It's kind of like when she first got here, after the Brotherhood ya know? I want to help but what can you do? Plus this is like the second time something major has happened to Peter and she hasn't been able to do anything. I think she's just punishing herself and won't stop until we get Peter back."

Kurt nodded his head, "Ya, I'm getting a bit vorried about her."

"Well we just need to get Peter back and that will totally fix everything," Kitty tried to be the optimist out of them for the moment. Even if there was that sliver of fear in her heard about what if they couldn't find a cure. Personally she held out hope, after everything they had all gone through she refused to believe that things would end with Peter stuck in that form forever.

"You know, we're going to have to go back into the sewers," Kitty sighed remembering their last time down there with the Lizard. "That was so gross and if Peter is still down there like when Dr. Connors was that lizard thing…"

"We're going to run into zhe Morlocks again," Kurt finished remembering that. "Not sure zhey vill be happy to see us."

"Are those the mutants that live in the sewers you told me about?" Amanda asked.

"Kurt!" Kitty said to him suddenly. "You weren't supposed to tell her, remember how Ray explained that she most likely wouldn't want their secret getting out?"

"I wouldn't tell anyone," Amanda said quickly in her defence. "I never told anyone that I saw Kurt in his real form did I?"

Kitty had to admit that Amanda was pretty cool to have kept that to herself, not many people would have kept such a secret. But she had and it was one of the main reasons that everyone at the mansion trusted her. That and she was one of the few humans to treat them like normal people. Kitty apologised about snapping and the others took it gracefully.

"Sorry, but I tell Amanda everyzhing," Kurt told Kitty eventually. "Ve didn't vant to keep secrets from each other. I've told her about mine family, growing up, some of the adventures we've had. I don't hold anyzhing back." Kurt didn't want to leave Amanda out of anything important in his life, because she was very important to him.

She was smart and very beautiful, plus she knew what he looked like and actually liked him despite that. She was just so warm and kind that it really made him feel like he was the luckiest guy in the world. Amanda was everything to him, she gave him hope that even for someone like him, there was someone that he could love and be loved in return. At first he might have liked her because she was so friendly to him and good looking but as they dated that changed.

He saw her for the pure soul that she was, she was so beautiful on the inside that if he could see her soul he thought it would hurt to see it. Of course she wasn't perfect, but it was those imperfections that made her more real. Like how she preferred different movies to watch or loved gossip and drama TV. Kurt was different preferring more action, and he loved old pirate movies. But any differences were minor and they worked through any problems like any other couple.

But it was just that while getting to know her he stopped just liking her and started to fall in love with her. He had never been in love so he wasn't sure what it was at first, before he came here, Kurt had nearly given up on ever finding it. But here she was and he loved her so much it hurt sometimes. He couldn't picture his life without her at the moment and he was thankful she was here now. She was a real rock for him to hold onto. Although that thought made her think of his sister, her own rock was gone and he wanted to make sure that they got him back.

He knew what it was like to find that one person in life that mattered to you, if Amanda had been taken from him...he didn't want to think on that.

**-Brotherhood Boarding House-**

To say that Max was in a bad mood was like saying Scarlet Witch had father issues. He was currently sitting on the couch, legs on a table and arms crossed just looking at the TV while still simmering in his own anger. When the news broke out about his fight with that spider monster thing, it hadn't taken long for Mystique to put two and two together. She had tossed his room and found a small stash of cash he was keeping.

Thankfully she didn't know about the others he kept in other places, he wasn't stupid enough to keep it all there, not in this house with so many people that he knew would just take it without a second thought. After that, it had been unpleasant for him. He couldn't leave the house now and always had one of the Brotherhood guarding him to make sure he didn't go anywhere. Basically he was on probation and she made it very clear what she would do to him if he tried to sneak out in the middle of the night.

Not that he was worried, this whole thing was just what he needed to make up his mind. First chance he got he was taking off. He would grab some clothing, his costume, get the money he had been saving up from his thefts and go to New York. There was no reason to stay here any longer anyway. He had learned enough about his powers, it wasn't like he was really a mutant anyway, his powers came from an accident. So that whole lines about mutants taking their rightful place was lost on him. If anyone could get powers it wouldn't be long until governments were trying to make their own.

In fact he wouldn't be surprised if the government hadn't stopped with the experiments that created that Captain America guy. He remembered reading about that in school, how the US created some kind of super soldier. He seriously doubted it ended with that guy. So if Mystique and Magneto thought that mutants were the only ones with powers out there, they would be in for a shock.

The only problem was when to do this, he looked across from him as he saw Toad being the one to watch him today.

"I don't get you guys." Electro told him getting the young man's attention. "we got all this power so why not use it? Whose going to stop us anyway?"

"Hey I wouldn't mind living a better life either yo," Todd told him. "But the boss lady tells us what to do and we do it. She's most likely got a reason for it, I mean they are a lot more humans out there."

Max just shrugged, "Doesn't matter for me."

"Yeah, well not everyone has big powers like yours," Todd was a bit jealous of the others at times. All he could do was jump really far, had a long tongue and could spit slim mainly. Not much in the way of power like some of the others. Pietro could go anywhere almost in no time, Fred was super strong and hard to hurt, the others all had better powers.

"Yeah well that's why I want to use mine," Max sighed out of boredom. "I got the power to take what I want when I want. Don' tell me you never wanted to do just that."

"Yeah that's true but still, can't do it without the boss lady's say so. She's freakin' scary and I don't want to cross her."

Max was tempted to see just how far he could push him, maybe into letting him go for some cash but it looked like he was too scared of Mystique to go against her. Plus he got the feeling that he was just a follower, someone that would follow whoever was the strongest and in Todd's opinion that was Mystique and Magneto. Max figured that others would be more like that, well except for Sandra, that girl was too much of a bootlicker for Mystique for him to even consider it.

In fact if that girl got wind of anything he was thinking, she would report it to Mystique first thing. So he had to wait for his chance, but soon very soon he was getting out of this dump.

**-Xavier's Mansion, Lower Levels-**

Beast and Dr. Connors were working very hard on finding a cure for Peter. They were also confirming their findings with Moira on video conference when they could as well. With their three minds put to it they were making progress. Curt's work that turned him into the Lizard was proving to be very helpful. His condition seemed to be slightly similar to Peter's with human and animal DNA mixed in together. There were differences however, Peter's DNA was altered by radiation mixed in with spider DNA.

Curt's formula was more of a bonding solution that quickly replicated inside of his body. So they couldn't just use the same formula they had used on Curt to turn him back into a regular human again. Beast's own experiments with trying to control his mutant was brought up as well. With the two experiments and input from Moira the three felt they were finally making some headway.

They only had limited amounts of samples from Peter right before his changes thankfully Logan managed to find trace amounts of hair from Peter's form. He had been using it to get Peter's new scent at the time and it had totally been by accident that he mentioned this while Beast had been in the room. Now that they had Peter's DNA from before and after the change they got a more compete image of what was going on with his body.

It was much like the change that Beast went through himself only with more animalistic route that Connors had gone through. Peter's altered DNA had slowly been changing as though getting ready for the next big leap. It was fascination to study such a thing but the cure came first.

"This is starting to be both fascinating and aggravating," Curt said as he stretched out on his chair. "We've made some headway but honestly this is turning to be pretty hard to crack."

"Indeed," Hank took off his glasses to rub his tired eyes. "We have a few options but none of them look like they might be viable. There is also the question on if he's still changing so anything we come up with will be ineffective when we find him."

"Now that is a bleak outlook on things," Curt said as he looked through his microscope. "From what I can tell if we just can figure out a way to revert or regress the spider DNA that should solve it but there is a problem with that."

Hank nodded his head, "Yes, if we take too much away he could end up human again like yourself. I know that would be much better than he is now but his powers are something that he has embraced. Not only that, but uses them to help many others. I'm not sure how he will take to losing them all."

"We might not have a choice," Curt knew what it would mean for Peter but if the choices were being human or stuck as a monster he knew that choice he would make. He still had nightmares sometimes about being turned into some type of creature again. He could still remember a few bits and pieces of what it had been liked and it scared him. Those memories were so alien that it made him shiver just remembering the few bits he could.

"We'll continue working but this might be our only shot," Curt warned him. The current experiment was basically like what the X-Men had used on him but they were tailoring it for Peter. He noticed something about his blood though. "Hank just how much radiation was put into Peter's blood? This sample that I'm working with is acting slightly odd and I'm wondering if that is a factor."

"I'm not entirely sure," Hank told his friend. "I have studied him in very large detail as a subject like him is very rare. Although at best I can give is an estimation on just how much had to have been in the spider and when it bit him. It's too bad he never kept the spider or studied it, it could have been greatly helpful for this."

"Perhaps if we figure out the levels of radiation and put it into our current experimental formula it could allow for it to regress only to a certain level." Curt thought about it. This was all guess work really since there was no main field in science about human mutations and genetics on this level yet. They were all going on guess work at the moment. "It might work but I honestly don't like the idea of injecting someone with something that is radioactive."

Hank knew it was risky but maybe it was worth a try.

**-Mansion, Second Floor wings-**

Currently in her room Rogue was lying on her bed just staring up at the ceiling. She had lost count of how many days it had been since Peter changed and her failed attempt to get him back. But she knew she had reached some part of him, that somewhere inside of him he was still Peter. She had already been given a lecture by Logan and Xavier about being impulsive and even Scott saying that they were a team and should have gone out together.

She scowled a bit at that last part, like Scott wouldn't have gone off if it had been Jean that was out there. She sighed as her face relaxed a bit. So she was basically grounded in the mansion until they could find Peter or for a week whichever one came first apparently. She really hoped they found Peter first she couldn't take it much longer. The constant worry about him was driving her insane. She didn't used to feel like this, she didn't have anyone that she cared for that she could work herself up like this. For a moment she thought it had been better before Peter.

She wouldn't be feeling this empty pain in her chest now.

But she eventually came to the conclusion that it wouldn't be worth it, when Peter came here her life slowly got better. They were friends who had moved on to dating to becoming lovers. She ached for his touch, for those jokes, that smile he had. Even his corny sense of humour she would love to hear again. So she just sat in her room, ate only when she had to and pretty much went to the lower levels to work off her frustrations. Usually working out to the point where she nearly just collapsed. She knew it was a strain on everyone but it was different for her. Peter was the first great love of her life and once again she couldn't help him.

She couldn't help him as Spider-Man, she couldn't have saved him from being kidnapped, and now this whole thing. She wanted to scream out at it all, sometimes she did when she was working out. She just hated this.

Rogue wasn't the only one either, those closest to Peter were also feeling it. Spyder was walking the halls bored, mainly from lack of interest in doing anything really. Many of the others were kind of like that, it wad hard to have fun with all this going on. So she just decided on walking around the mansion seeing what was going on. It didn't look like much as everyone was trying to keep busy. She sighed as she tried to find something. She tired looking for Jamie but he got pulling helping Ororo out.

Since there was a lot of people that lived here, Ororo apparently would go out for shopping. At first Spyder thought it was just because she was a woman, which irritated her. But thinking on it, it was because she was the only one that could really do it. Xavier was in a wheelchair, Beast couldn't do it without causing a scene, Logan...well she didn't think the other adults would look kindly on just snacks, smokes and beer. So when so many students started to show up, a few were tasked to help her with things like that. May also went with them as she liked to help out around the mansion, although Spyder knew she was trying to keep busy as well lately.

So Spyder had to wait for them to get done. She was about to see about maybe go for a swim or something, it was pretty hot after all. That is, until the lights flickered, at first she just thought that there might have been a power surge. That happened now and again, either from experiments or from various mutants. Sometimes Ray would accidentally send a charge though the mansion by accident. Although when it happened again with a thud of something hitting a wall she was near from the other side.

"Okay...either I can just ignore that or see what is going on in the study...like that's a choice," She grinned as she looked inside of the room. She saw a book near the door, the place was empty except for a sour looking Wanda with her arms crossed glaring at nothing in particular. The light flickered again and she knew what was causing the power fluctuations.

"Bad day?" She asked going over to her.

Wanda muttered something so she asked again. "I hate math."

Looking at the book she saw it was a math text book, "Yeah that sucks. I usually get help with the harder problems. Sometimes I want to kill the books too."

Wanda just glared at the girl sometimes she could really be irritating. Okay sure math was a pain in the ass but that wasn't the normal reason. She usually had someone to help her with it actually she had a specific person that helped her with it. Wanda didn't really consider that she had many friends in life, even moving here. Sure people were nice, but that was either because they knew what she could do to them or just being polite. Tabitha was the closest thing she had to a good friend and was slowly gaining more.

But without knowing it, she found herself missing Peter. She was still sorting out her full feelings but she found that she actually missed their study sessions. She hadn't actually missed someone in a long time, since her family threw her away. But things were different now, Peter was the first friend she had that was now gone. She felt loss for the first time in years and it really was eating at her.

She didn't used to care, she used to just think of herself and that was it. She hated feeling like this, she hated this empty feeling of loss inside of her and she needed some kind of outlet.

"You going to annoy me unit you leave again?" Wanda asked.

Spyder just shrugged, "Just trying to deal with Peter gone." She said idly looking through one of the text books that was on the table. She wasn't really reading anything, it was a few grades above hers anyway so she didn't understand a few things in them.

They were quiet for a long moment before Spyder spoke up, "I don't want to lose him." She finally said sitting down. "I already lost all my family and now that I got a new family I don't want to lose someone else."

Wanda frowned although she didn't really consider this place a 'family' she did feel like she belonged here. "So why are you here then?"

Spyder shrugged, "Don't know, Jamie isn't around and I guess I was just looking for someone to talk to."

"So talk to Rogue, she's the girlfriend if you want a sympathetic ear." Wanda told her.

"She's got her own issues too," Although truth was she had talked to her a few times but Rogue just seemed to get more and more depressed as the days went on. It was hard to look at her, mainly because Rogue was usually a lot stronger most of the time. The older girl was tough and could take on any challenges. Spyder liked girls like that, maybe that was why she was starting to hang around Wanda too, she was a lot like Rogue.

"And I don't have issues?" Wanda asked with a raised eyebrow. She knew she was messed up, thankfully not as bad as she had been originally. But it was still hard to control her temper and to really function outside of the mansion. She rarely left the place alone, mainly because she couldn't trust herself alone if something happened and she lost her temper.

Spyder thought about that, "Okay yeah you got issues but you're more functional."

Wanda wasn't sure to take that as a joke. Her being 'functional' wasn't one of the things she would use to describe herself. She was about to go on before they both jumped as a familiar voice ran through their heads.

_~Everyone please gather in the living room~_ Xavier's voice was heard throughout the minds of everyone in the house. Everyone had been waiting for something to happen and Xavier wouldn't just use something like telepathically calling everyone unless it wasn't important.

Soon the living room was filled up with everyone waiting for some kind of progress. The adults were all on one end, May sitting down as the events had taken their toll on her both physically and emotionally. When Beast and Curt walked in with a case and a familiar dart weapon everyone finally had some hope.

"Professor does this mean that we have a plan?" Scott asked first seeing what was going on.

Xavier nodded, "Yes we do, please explain."

Hank nodded, "Curt and myself have been working on a cure, now we think this might work."

"You think?" May asked worried how that sounded. "You're not sure if this will work?"

Curt and Hank exchanged looks for a second before Curt answered. "Well we know it should return him to normal, but the thing is it might just 'cure' him of all the DNA manipulation he's gone through."

Hank took it from this point, "Mainly because of Peter's unique alteration with his DNA the only thing we could use was research based on Curt's cure for himself. This led to total remission of the lizard DNA that was attached to his own. Now we have altered it that should work for Peter but we had trouble trying to get this to alter Peter back to the way he was."

"With this either it might not take him all the way back to how he was or...it will make him human again, without any powers at all." He let that one thing sink in with everyone there.

Everyone was silent hearing that, for them being a normal human again was something that none of them ever considered. A few wondered what that would mean if Peter lost his powers, would he still be part of the team, or even live at the mansion anymore. No one voiced this but it was something that did go through the minds of a few of them.

"So?" Rogue's voice was heard as everyone turned to see her serious expression. "Ah don't care if it does, his powers aren't what's important. Ah know he'd want us to get him back, that he wouldn't want ta be lahke that forever. It might mahke him human again but ah for one don't care if it does. Ah just want Peter back and if that's the price ah'll pay it, because that's what he would do."

She knew that if Peter lost his powers he would be depressed over it, unlike some of them, Peter felt like he was given his powers to help others. That his powers were something that he had to be responsible about and losing that would hurt him. She knew that he liked doing good out there with his powers and she honestly thought that what he was doing was a good thing. But she also knew, that if he ever hurt someone in that form he would never forgive himself. They had to use it, even if he might lose all his abilities, she knew he would understand.

"Then we should plan out where to look for him," Xavier said nodding to her. He was pleasantly surprised by Rogue's statement. It showed a young woman taking the steps to being a mature adult. Or maybe it was also the sounds of someone in love. He knew firsthand how that could change a person for better or worse.

"Yeah but how do we find him if he's in the sewers?" Evan asked. "We're not going to ask the Morlocks for help again are we? I mean they weren't too happy with us last time."

At the look of the adults Ray groaned, they were going to do just that and he knew that he would have to help them out again. He really wasn't looking forward to seeing Callisto again, she was pissed last time and that woman really knew how to hold onto a grudge. "Back to the sewers again, joy." Ray muttered to himself.

**Next up Chapter 19: Spider Hunt**

**Sorry this took so long I just had a lot of trouble with this chapter, don't worry next one will be easier to write.**


	19. Spider Hunt

**Sensational Spider-X**

**Chapter 19: Spider Hunt**

Once again the X-Men were traveling in the sewers of Bayville, although it had been awhile since the last time in search of the Lizard, it didn't go over well with any of them. The smell was powerful and the dark and dank nature wasn't helping matters either. The entire team was here, with the exception of Ororo. She was being held back to help look after the other mutants, but there was also the issues of her problems with enclosed areas. Not many knew of her claustrophobia so if they had to go into a really tight places it would be a problem for her.

Wanda was also with the group, although she wasn't on either team officially, they needed the extra fire power just in case. Ray was leading the way as well, given he had lived with the Morlocks long enough to get a decent idea of the layout of the undergrounds. Although that had been over a year ago and he had only lived with them for a few months, so his memory was a bit fuzzy in a few areas. Logan was beside him hoping to catch a scent, which wasn't easy when he was trying to block out most of what he was currently smelling, sometimes having enhanced senses was a real drawback.

"Am I like, the only one getting a sense of déjà vu?" Kitty asked no one in particular. "I mean, are we going to have to come down here every time someone turns into some giant animal mutant?" She was going to use the term monster but honestly she didn't want to accidently offend Rogue by implying that Peter was a monster. Kitty was already having a hard enough time trying to keep her lunch down and trying not to look into what the water was carrying down stream.

They were using their own lights that they brought with them and she was avoiding shining hers at anything disgusting. She would rather not know exactly what was down here with her. The smell was bad enough, last time she had to take a long hot shower to get rid of the smell. Her uniform took two washes to finally smell decent.

"Trust me none of us like it Kitty," Jean said to the younger girl. "But that won't stop us from finding Peter."

"I know, I don't mean anything by it," Kitty sighed as they moved on it was just her way of coping with being down here was all. Plus the stress of what they were doing and what would happen to Peter was putting them all slightly on edge.

They continued on trusting in Ray's directions, since they knew that Peter was down here they hoped the Morlocks would know where he was, they had known about the Lizard last time, the only question was if the Morlocks knew about Peter or if they would even help. They weren't exactly the most friendly to outsiders and it might be the fact that they were mutants that the Morlocks even talked to them last time they were here.

They eventually came to a dead end, the tunnel looked like it went on, in fact the water was still coming out of a pipe in the center of a wall. Ray stopped confused as he looked at it, he was sure they had gone the right.

"What's the matter?" Scott asked him.

"This wasn't here last time," Ray stated seeing the look of a few of them. "Hey I'm not lost, I'm telling you this is the way we went last time at least it should be."

"Well it has been awhile man," Spyke said with a shrug. "Everything looks alike to me."

Ray looked at the wall, he was certain that they were on the right trail so why was this here? Looking at it closer he noticed that the wall wasn't as dirty and wasn't as faded as the other walls. Although the pipe did look old to him, was this recently constructed? If so that would mean major problem if the things down here had changed. "Crap."

"What?" Logan asked seeing him eye the wall.

"This wall is new, the surface isn't as old as the other walls," He explained to them. "If there has been new construction down here that means there would be any number of changes."

"So in other words you don't know where you're going now," Spyke said looking around. "So now what?"

"We keep looking," Logan stated as he started off in one direction, there wasn't any reason for it but it was at least one direction. So they followed him going down the paths, they took random turns and it was so easy to get lost down there. Not for the first time they came to a dead end either.

It was getting a bit odd how they kept finding dead ends forcing them to go one way or another, the odd thing was how the dead ends seem to come at odd places. It looked like it would be a straight path but it would suddenly end for no real reason. By now Ray was totally lost, he didn't recognize any of this. The sewers couldn't have been modified this much since the last time they had been down here.

By the time they came to another one everyone had a feeling something strange was going on here.

"What gives? There shouldn't be that many down here right?" Scott asked Ray.

"Yeah, this is getting strange." Ray told him.

"Maybe you should just blast your way through and see what's on the other side?" Evan suggested, he was getting tired of all of this. So far there were no signs of the Morlocks or Peter.

"Uh...guys," Kitty said in a nervous voice. "Wasn't there a path here before?"

Everyone looked behind them to see that the path they had just taken was no longer there. It had sealed itself up behind them. Now everyone knew something was going on as they went back to back getting ready. That's when one of the walls seemed to almost melt away as a figure stood beyond it. It hard to make out in the dim light they had with them at first but the figure did take one step forward to get a better look.

"I knew you lot would coming," Callisto stated as they saw her. She hadn't changed much, a young woman with shoulder length dark hair with an eye patch. She looked like someone that life had beat out all the weakness that would have been in her, her single eye hard and glaring at them. Almost like they weren't good enough to even be down here. She turned that look to Ray who shrank back slightly from it.

"Since you've left us last time we managed to get a few new members. One of them as you can see can manipulate the walls. We use this to keep people away from our home." She crossed her arms at them. "We've made sure that you lot are nowhere near where we set up just like everyone else. Using Ray won't get you anywhere down here anymore or anyone else that leaves."

Logan stepped forward, "Look lady we're here-"

"If it's another monster that came down here again, then yeah we've met it," She said with venom in her voice.

"Where is he?" Rogue asked her.

"Won't matter this time we're taking care of it." She said.

"What do ya mean by that?" Rogue demanded.

Now Callisto glared at Rogue, "What else would it mean? This is the second god damn time this crap has happened. Well no more, this time we're taking out anything that attacks us again. This thing has taken over an important junction for us and it attacks anything that goes down that way."

"Look," Scott placed a hand on Rogue to steady her before she did anything. He could tell just by looking she was ready to jump at Callisto if she thought it would get to Peter sooner. "He's our friend as we have something that will turn him back to normal. Just let us go down there and deal with him."

"Do I look like I care?" Callisto stated. "We've had enough of this happening and my people getting in the crossfire."

"Callisto, just let us go in first," Scott asked of her. "If this was one of your people wouldn't you do everything you could to help them? Besides you're going to send people into there will only get your people hurt. If we go in first and succeed then you don't have to worry about it."

Callisto thought it through, "If you fail it would be easier to deal with...fine." She sighed not liking any of this. Life was hard enough down here without all these kinds of complications. "I'll take to there but you find your own way out and don't bother going the way back. We're going to shift the walls along the way so it won't be the same if you return."

"But let me make this clear, next time something like this happens and it comes down here will be the last time." She warned them. "Don't expect to find it if it comes down here again."

**-Sewer Lair-**

In the lair there was another presence, he felt through the webs vibrations that there were intruders. His eyes slowly opened from his sleep as he felt them. There were many of them, he had dealt with threats to his lair before but these seemed different. Slowly he moved himself in the darkness as she slowly got a look at them. It hadn't happened in awhile but the flash of a past that he couldn't remember came back. Images that he didn't understand, it was painful to his mind trying to remember.

This was uncomfortable for him, the strange memories were interfering and he hated that. If they were the cause of this then they needed to be dealt with, they were intruders of both the lair and the mind then they had to go.

For the X-Men as they looked around they saw they were in a large area, it was hard to tell was it was. There were deep shadows everywhere and webbing all over the place as well. It was thicker than what Peter used normally and given all of it, he had to have been at it for days. It covered nearly the entire place at times, almost like they were walking into a giant webbed cocoon.

Logan sniffed the air, he could smell Peter's new scent in this place but it was covered in it. The webbing was messing with his nose as it smelt of Peter and all the scents were intermixing. That's why he hated lairs, the smells were all over the place and made it hard to pick out fresh ones at times. "Jean I think he's here how about you?"

Jean opened her mind but only a bit, last time she tried this she hadn't enjoyed the experience when she had felt Peter changing. She felt the emotions of everyone but ignored them and moved on, she could catch stray thoughts and what they were thinking but again moved beyond that. Xavier had taught her how to rise above the 'noise' people could make with their minds, to isolate certain thoughts and minds, to push others aside. It was hard work and she had to be careful to maintain her mental shields or get overwhelmed.

She reached out around them and felt it. It was that primal mind again. A mind that was more like an animal than man, she didn't like it. It felt alien to her, this was why telepaths didn't try their powers on animals, the thoughts were just too different, too simple and steeped in instinct and abstract notions. But she could get the feelings, those were powerful and prominent.

"He's here and he's not happy that we're invading his space I think." Jean told them.

"What's makes you think that?" Evan asked.

It was at that moment a large figured jumped at them. The large monster that was once Peter roared as several arms fired out webbing at multiple opponents. Kurt managed to teleport away from one stream, Kitty was hit by another but managed to faze herself out of it, although it was pretty disgusting for her. This webbing was different from his usual one.

Ray and Beast weren't so lucky as they got ensnared by the webbing and pulled off their feet. Hank lost the device that held the darts filled with the cure. He was amazed at how strong the webbing seemed to be. He had studied Peter's artificial web fluid and this seemed an even more potent form of it. He struggled but there was no way he could break it even with his enhanced strength. He figured if this was like real spider silk then it would be as strong as steel.

"Ah crap I can't use my powers like this," Ray said as he struggled too. His arms were pinned to his side so not only couldn't he aim with his hands so close he could shock himself. Just because he could use electricity didn't mean he liked getting shocked.

The Man-Spider didn't stop as it went to attack the others. Scott attempted to fire a blast but the large creature managed to dodge it, despite his size it would seem he was quick and agile. Scott wasn't sure if the spider-sense was still there or not but if it was, this would be harder than he thought.

Kurt managed to teleport onto his back but as soon as he landed a clawed hand was able to grab him and threw him. At such speed Kurt didn't have the time to think about where to teleport and slammed into Wanda. He groaned realizing that he was on top of her and might have blushed at the close contact.

"Sorry!" Kurt yelped.

"Just get off!" Wanda shouted at him as he quickly disappeared, although now she had a face full of sulphur smelling gas. She coughed as she got up and looked around. It was chaos, everyone was trying to get at Peter but he was just too powerful in this form. A part of her had frozen at the sight of him, she couldn't believe that this creature was the same boy that helped her with her with her studies.

She shook off the surprise and took a breath (no matter how bad it smelled) and calmed her mind. She had been training on control with Xavier and she felt the powers gathering in her hands as they glowed. She fired off bolts of hex energy at him. Hoping that something would hit, she had no plan for them, they were just random hexes. She could control what happened when she put her mind to it but since there was really no plan, she just let them do random acts.

Walls crumbled, webbing suddenly snapped and shrivelled, parts of the ceiling suddenly came loose and starting falling. So far she hadn't managed to hit him and it was irritating her. The others tried to surround him but it was pretty hard to try this. He was just too fast and he seemed to retain at least some intelligence of a human as he seemed to recognize what they were trying to do.

Peter would keep his distance and strike out with his webbing, he would move in fast and hard pressing the others to go on the defensive. Jean tried to keep him in one place, using her powers to lift him off the ground and hold him. It wasn't easy, he was pretty heavy and he wasn't holding still. She had to constantly keep pressure going in several directions to keep him stable.

"I think I got him but I don't know for how long," Jean shouted at her team. In some way the Man-Spider had figured out she was the cause and shot a web line at Jean. It hit her in the eyes blinding her and causing her to lose her focus. Man-Spider dropped and instantly Wolverine jumped onto him.

Logan wasn't sure what he could do given he couldn't use his claws but his fists were good enough. With the metal bones hitting Peter would almost be like hitting someone with brass knuckles if he hit hard enough. Besides, he figured the kid would forgive him as he slammed a few blows into his large head.

Man-Spider roared in pain and then did a roll, crushing Logan between his mass and the floor causing the mutant to let go. Logan growled in frustration as he quickly had to dodge before a large clawed hand nearly cut into him.

Two more of the team was also caught in web lines, this time Wanda and Jean again for good measure.

"Porcupine cut them loose!" Logan ordered Spyke.

"Yeah sure," Evan said growing a few spikes out of his body to cut the others loose while the others went to distract Peter.

When Beast was finally cut free he went for the dart gun, he hoped that it was still working. He quickly grabbed it and gave it a look over, everything did seem to be in working order which was good to know. So now he just had to hope that the cure would work. He would have to get in close he figured. He ran forward and while Man-Spider was busy with the others he jumped forward. He waited until the last moment before firing. Several darts managed to hit in the back as Beast rolled away after shooting him.

The Man-Spider roared feeling the injections, he leapt at Beast and picking him up and threw him aside. He turned to face whoever was next but cried out, his blood felt like it was on fire as he lashed out at anything around him. It felt like he was slowly dying on the inside and the animal part of his brain wanted to attack and flee. Old instincts were rising up in him as he started to panic.

"Peter stop please!" Rogue cried out to him getting his attention. "Please calm down."

He didn't understand the words but quickly ran over to her but Rogue held her ground. She knew that he wouldn't hurt her, she knew that somewhere inside all of that Peter was still in there and he would never hurt her. She put all her trust in the hope she could reach him just long enough for the cure to work. At least she hoped it was working, so far there was no way to tell at this point. Her heart was racing as she noticed the others starting to gather around them.

She held her hand out to show them to stop just as Peter's form loomed over her. He growled at her looking at her with all those red eyes. She could feel the hot breath on him, not to mention that she hoped his breath didn't smell like that if the cure kicked in. Although now she was starting to get nervous, when the hell was that cure supposed to kick in?

He jerked forward to make a move and Rogue's breath hitched, for a split second she was afraid she had been wrong. Then he started to convulse, she watched as his arms wrapped around his own body as strange sounds were heard. He was gurgling, roaring and hacking as his body looked like he was going into a seizure. He fell to the ground into convulsions as everyone watch at the body started to transform before their eyes. They heard sounds that were not natural and had to be very painful. Muscles, organs, bones all started to change and revert back to normal with some sickening sounds. Every one made Rogue wince hoping that Peter wouldn't remember any of this.

Finally after what seemed like forever the body before them was that of Peter in only his tattered pants. Rogue called out to him and checking him over, he was breathing but looked like he was unconscious. She didn't care, he was back to his normal self again as she held him close. All the stress that had been building up finally broke from her as she felt tears falling. She didn't care who saw it or that they weren't alone, she was just happy she had Peter back.

**-Xavier Mansion, Medical Level-**

Peter groaned as a blinding light filled his eyes, he squinted raising a hand to shield his eyes. He didn't remember what happened. The last thing he remembered was going to bed, although his mind was pretty foggy at the moment. He had to blink several times before the world came into focus and when it did he wasn't happy.

"God damn it," Peter groaned placed his arm over his eyes. "Why do I always wake up down here? That's it, one more time I'm moving my ass down here. It would be simpler for me to just live in the medical room from now on."

"God what a headache, I wonder if this is how a hangover feels?" Peter muttered.

"Well you won't find out for a few more years I would hope," Hank said walking over to him. "How do you feel?"

"Tired, headache...actually, yeah full body ache too." Peter told him shifting slightly. "Oh man what hit me?"

"Well you have a very violent genetic arachnid transformation leading to less homo-sapien DNA and more of that of an arachnid. Thankfully with the help of Dr. Connors and from Dr. Moira, who is a friend of Xavier. We managed to develop a cure for you and had to inject you with it. You've been sleeping for three days."

Peter took a moment to digest that, "You saying I turned into a giant spider monster? Oh that's just terrified, guess I can mark that off the list of things I've done in my life. This is permanent right? No chance of a relapse?"

"It doesn't look that way, however," Hank sighed looking at some readouts nearby. "We still have to keep constant updates on your condition to be sure. You're DNA has gone through a lot in a short amount of time Peter, that includes the time you got your spider bite last year. I'm afraid what this could do to your body to be honest but so far the DNA seems to be going back to normal."

Peter sighed, "Well that's good to know. Wait, I didn't hurt anyone did I?" He sat up looking worried.

"No, at least not seriously," Hank told him. "The team did have a very hard won fight against you though. It was fortunately that we were able to find you before the Morlocks. Apparently they didn't take kindly to your intrusion into their territory."

"Oh man," Peter rubbed his eyes he remembered how the Morlocks hadn't liked their first visit. He was glad he couldn't remember anything. Then something hit him, "Hey how come Xavier couldn't use Cerebro to track me and get in my head?"

"He tried," Beast explained. "But your mind was just too radically different for it to work. That was why we had to track you down the old fashioned way."

Beast looked over the readings and everything seemed fine but he didn't want Peter walking around by himself just in case. Peter tried to protest but Hank was not having any of it. He told Peter to wait before going to find someone. Peter made a comment about being too old to have a babysitter but he knew a lost cause when he saw one. So he waited for whoever it was to come and get him. Peter decided to at least stand up, he wasn't going to lay around anymore.

Getting on his feet was tougher than he thought, he felt a little wobbly but figured that was just from everything he had been through. Looking down he was thankful to be in a t-shirt and sweat pants, apparently having been dressed differently. He really hoped he hadn't been naked when he turned human again, it was embarrassing enough that time he lost the black living costume.

'_I swear I live the weirdest life,'_ He thought to himself_. 'I mean spider bite and I get spider powers, I live in a mansion with super powered teens, my girlfriend can literally suck the life out of you, I've have six arms, turned into a giant spider, had a living costume that turned me into a jerk, which then later got someone else and tried to kill me. Oh and I dress in two different uniforms and have two hero names (although personally I still think myself more as Spider-Man) but still.'_

Peter looked up at the ceiling, _'You know what world, bring it because at this point what _more_ can you do to me?'_

Before the universe decided to call him on that challenge and deliver an answer the door burst open to a little grey blur that slammed into his chest.

"Peter!"

"Hey Spyder," He said smirking and padding the girl's grey hair. "sorry for the worry-ugh!"

Peter felt the punch to his gut from the little girl had just given him.

"You stupid jerk!" She yelled at him. "We were so worried!"

"Hey it's not my fault this happened to me," Peter defended himself. Then he smiled down at her gently, "Sorry for the worry at any rate, guess I should also let everyone else see that I'm okay now too."

"Yeah, Rogue fell asleep because she was waiting for you to wake up." Spyder explained. "She was passing out from lack of sleep and Logan had to force her to her room."

"Maybe I should let her get some sleep then," Peter really hated making her worry. All this crap recently had taken its toll on them. Well he was going to change that, first chance he got he was taking her out for a real date and god help anyone or anything that got in their way.

"She'd be pissed if she found out about that," Spyder warned him. "She's been asleep for at least four hours so she can be up for a bit."

"Alright let's go then," Peter told her as she led the way almost pouncing with excitement. When they reached the main level of the mansion he could already find people were already waiting for him. He had to admit, in this mansion news traveled faster than the speed of light. Already they were swarming over him.

"Dude can't believe you're back finally," Bobby said smiling. "I can't believe you turned into a giant spider thing. It's like out of one of those old horror movies."

Peter knew he was just joking around and was glad that he was back to normal but Peter really didn't want to think about that. "I just hope that's the last of it, I really don't need any more surprises."

"I think we are all hoping for that," Tabitha grinned. "So you remember any of it?"

"Not really and I'm not too keen on remembering," Peter told her honestly. "I think I just want to forget it ever happened, it sounds bad enough from everyone else."

"No kidding there were news reports all the time about this giant spider creature terrorizing the city," Lance supplied then saw the look Peter had on his face. "Don't worry no one was hurt, although apparently you did break into a meat plant to eat now and then."

Peter grew a little green at the thought of him eating nothing but raw meat for that time. Then again, for all he knew he had also been eating living animals too. The thought of him webbing up rats to eat or worse someone's pet dog or something was starting to make him feel a little sick. "I may never eat meat again…"

"Really?" Kitty asked. "Because I know of a few good vegetarian dishes you might like, I totally used them to start out when I gave up meat."

"I'll…think on that," Peter told her maybe giving up meat wasn't a good idea but at the moment maybe not eating it for at least a week might work.

"Peter!" May's voice was heard as she rushed to him, everyone gave her room as she enveloped her nephew in a strong hug. "Oh god I was so worried."

"Sorry Aunt May, didn't mean to it was kind of out of my control." Peter really didn't like worrying his aunt, she was the only mother figure he had in his life and she had been great to him. When they eventually pulled away he could see that her eyes were teary and she was close to crying. He really hated seeing her like this, it reminded him too much of the first month when Ben died. So he pulled her into another hug as the two family members just stood there silently.

Everyone was either smiling or feeling a little awkward, so slowly they dispersed to leave them alone. It was just good to have one of their own back again. Eventually Peter and May separated and their little moment over. May wiped her eyes happy to have him returned to her, she had prayed every night for this and thanked god that her prayers were answered.

"Are you hungry dear or thirsty?" May asked him. "You must be after spending so much time in that bed."

"A bit but first there is someone I need to see and make sure she's okay," Peter said to her.

May had a knowing smiled and watched him go up the stairs. Spyder was going too but May held her shoulder. "Let's leave them a moment." She told the young girl, she thought it over and just nodded. May took her to the kitchen to see if the would like something from there. May couldn't help the smile on her face, all the drama, pain, worry was gone. It was like a darkness had finally been lifted for her and the rest of the mansion.

Peter never thought these stairs were so tough to climb than in this moment, he really was out of it. His body was tired and aching slightly like he had just gone through a Danger Room session. Well no matter, he was going to surprise his girlfriend and that was that. He noticed Wanda walking the halls and she stopped with a surprised look on her face.

"Hey Wanda, sorry I missed the tutoring sessions." Peter joked.

"Couldn't be helped," She told him as the surprise left her face. Peter was surprised to see a little more warmth in it than usual. "I'll…look forward when you can help me more later."

Peter smiled at her, "Sure thing, although give me a few days to rest up first." To his surprise she actually had a small smile on her face as she nodded and walked on. Peter couldn't really remember the last time she smiled but on well, good that she was opening up a bit then. He made it to Rogue's room and slowly opened the door.

The curtains were drawn so there was less light in the room but he could see well enough. He slowly closed the door as he walked to her bed. She was sleeping face down with her head to the side, dressed in a green wife beater shirt she sometimes used for working out and black cut off jeans shorts. Peter noticed the new bracelet he made for her powers still on too. Looking at her face he could see that her usual make up was gone. Most likely she had either showered it off before bed or had a few days ago and just hadn't bothered to put it on again.

Looking at her he felt guilt at having her worry so much about him. She had a pretty tough time in life and he didn't like making it tougher on her. She really was amazing, so strong and stubborn at times but under that she was hurt and scared to let others in close. She had been hurt a few times in life and he knew that it was hard for her to open up. She was also beautiful to him, that white streak looked exotic on her and somehow she made it work. Her eyes were something he loved to look at too.

He sat down next to her and lightly brushed a bang out of her face. Her face twitched as she slowly opened her eyes, slowly coming aware that someone was with her. She slowly focused on the sight and her eyes snapped open as she pushed herself up. "Peter?"

She wasn't sure if she was dreaming or not, she wasn't even sure if she wanted to know. In a dream she wouldn't have to worry but it wasn't real and reality was just so harsh lately.

"Hey…Anna," He said to her using her real name.

For some reason just him saying her real name was enough to let her know that he was here with her, that this was her Peter and he was back. She felt her eyes stinging as tears of joy and relief flooded her. She quickly grabbed hold of him and pulled him close afraid he might disappear if she didn't. She felt him wrap his arms around her and hold her back. She nearly broke down crying but didn't want to, she didn't want tears she had shed enough of those when she had been alone. She was sick of crying, she just wanted to enjoy the moment.

"Sorry for the worry," He whispered to her, it would seem he was doing this a lot lately.

She didn't care though, she just wanted him back. Before he could say anything else she grabbed his face and kissed him hard. She wanted to feel this, she wanted to feel his touch more than when he had given her the means to touch another living person again. Her kiss was full of longing, of wanting to fill the void he had left in her life. To feel everything that she had nearly lost. Peter was surprised but quickly kissed her back just as eagerly and as passionately.

She pulled him down on top of her as they just continued to kiss each other, hold each other and caress each other. There were no words said between them, words just failed to tell the other what they were feeling. After awhile they just lied there next to each other, holding each other. Rogue was soon back asleep in his arms, her head resting against his shoulder. Peter smiled down at her, it was good to be home again and with everything back to how it should be.

**Next up Chapter 20: Only Human**


	20. Only Human

**Well I have to say that I'm a little hurt by the drop in reviews, this story used to do a lot better but now I struggle to just get 10 per chapter. **

**So if you read, please leave a review at least, so I know that people ARE still reading it. If you're enjoying it then tell me what you're enjoying, if you have ideas I would like to hear them, if you have thought on how to improve I want them too. Because at this rate I am seriously thinking of ending this story a bit sooner because there are plenty of other stories that people are waiting for. It's just not enjoyable to write when people don't seem to appreciate it anymore.**

**Sensational Spider-X**

**Chapter 20: Only Human**

Peter had to admit that things had finally seemed to calm down a bit. Yesterday had gone by in a blur and now he was having a nice and normal day for the first time in awhile. Everyone was joking and laughing and having a good time. It wasn't hard to get into the spirit of things as he felt better than he had in awhile. He was given a clean bill of health and he had the right number of limbs so he was happy with that.

As far as Beast could tell his DNA was slowly changing still but that it should be back to normal and keep that way. After all, he couldn't expect such a radical change in his very own genetics it would take time for his body to be stable after it all. He was just glad that he didn't have to stay in the medical bed again, seriously at this rate he might as well carve his name into it.

So now he was enjoying the day by swimming in the pool at this moment. There was nothing like feeling the cool water on you in a hot summer day. He did a few laps and just got a bit lazy as he floated around, letting the stress of everything that he had gone through just melt away. Eventually he felt that he had enough of the pool for the moment.

So Peter finally decided to get out of the pool, even if it was sure refreshing in these hot months of summer. Back in Queens you had to go to a public pool, since there really wasn't room in most places for people to build their own, at least in his old neighbourhood there hadn't. It sure was a welcomed thing to have your very own pool in the summer. Of course they took turns helping to maintain it, as it was one of the chores they had but it was worth it.

Peter walked over to the grass and had to smile at the sight of his girlfriend, on her front wearing that black bikini she had. She had a slight tan now, her skin was still a bit fair but she liked to feel the sun on her skin. He couldn't help but try to memorize how she looked as he sat down next to her.

"Man it feels like forever since we had a break like this," Peter smiled up at the sun.

"Ah'll say," Rogue said to him enjoying herself, with all the stress lately she really needed this. It felt like the weight of the world was finally off her shoulders. She got up and sat up using her arms to keep her up as she looked at him. "So can ya help a girl out?"

She took the sun tan lotion and handed it to him, "Ah can't get my back like this."

"No problem," Peter grinned as he got behind her and placed some of it on his hand. He really enjoyed the summer these days, any excuse to run his hands over the naked flesh of his girlfriend was good thing in his book. He gently hand his hand over her back feeling the smooth skin. He wondered how she got it so smooth.

Rogue grinned as she felt his hand work it into her skin, after everything this was a nice break from it all. She loved how gentle his hand was and it was giving her ideas. Mainly of what they could do later that night when everyone else was sleeping, thinking about that, the night couldn't come long enough for her.

"Heads up!" Bobby's voice called out as Rogue felt a sudden splash of cold water hitting her and Peter cursing.

"What the hell Bobby?" Peter cried out all wet and looking angry at Bobby.

"What just happened?" Rogue asked looking at him and then glaring at Bobby.

"It was just a water balloon I thought he'd just duck," Bobby said in his defence. He had thought it would have been funny, he didn't expect it to actually hit him. "I thought your reflexes would have kicked in or something, plus that spider-whatever it's call power."

"Spider-sense," Peter told him picking a piece of balloon out of his hair. He frowned, that really shouldn't have connected like that but it did anyway. That was odd but maybe he was just too focused on Rogue's body at the moment. Getting up Peter smirked, "So you want a water balloon fight huh?"

"Well it was an idea," Bobby shrugged with a grin.

Rogue however wasn't having any of this. She had been having a good time before Bobby interrupted them. She got up and without saying a word calmly walked over to Bobby. Although the expression on Rogue's face was anything but calm, it was more a controlled annoyance. Bobby saw this and quickly tried to think of the best way to deal with it. He could run, but then that would mean he would have Rogue cashing him and then she might do something worse just because of it.

He figured he might be able to talk to her and calm her down. "Look Rogue it was just a-"

Rogue pushed him into the pool as he fell backwards into it. "Cool off in there," she told him.

"Nice one," Peter grinned walking up to her. He was about to say something when he slipped slightly on some of the water that had been splashed onto the side of the pool. Peter nearly slipped head first before Rogue caught him and pulled him back up.

"Damn that was close," Peter breathed. "Man I'm really off today, first Bobby nails be in the back of the head and now this. I usually have better balance this."

Rogue froze at his words sunk in and a very horrible thought struck her, but she needed to be certain and there was one test that would tell if she was right or not.

"Peter...try and climb tha wall over there," Rogue asked him starting to worry.

"Huh, why?"

"Just...just try it out please," Rogue asked him.

Peter shrugged and looked at the wall of the mansion and walked up to it. He didn't see what the issue was, after all he had done this many times before. So he decided for a short jump up the wall and cling to it. When he meant 'small' jump, he meant for his usual jumps, normally he could jump up several stories but for this he only went up a few feet.

He was so surprised that he nearly didn't focus on the wall, not that it mattered at any rate. He tried to grip the wall, but ended up slamming into it and then falling. It wasn't his most graceful landing that he could remember and just his luck he had picked jumping off the cement tiles leading to the pool area. At least on the grass it would have been a nice soft landing, not so much now.

"Ow...what the hell is going on now?" Peter groaned he was getting really sick and tired of crap like this going on lately with his powers.

Rogue was quickly by his side helping him up, "Oh god ah was worried about this."

"Worried about what?" Peter asked her, he didn't like that she knew what was going on.

"Ah think...we should speak to tha Professor, he can explain everything." Rogue told him she wasn't sure she could do it herself.

**-Elsewhere in the Mansion-**

Tabitha currently was on a search at the moment, she was looking for someone in particular and she was going to enjoy it. She had held off on this given everything that had been going on but now that things were finally quiet, well now it was finally time. Oh how she would enjoy this, now if only she could find the person she was looking for.

It took a little time but eventually she found her prey, she was with a few other girls in the living room.

"Hey Jean mind if I ask you about something?" Tabitha asked the telepathic red head.

"What is it?" Jean asked as Amara and Kitty looked as well as they were all sitting together.

"It's sort of private." Tabitha told her.

"Really?" Jean was kind of surprised by this, Tabitha had never came to her for something before that she could remember.

'_Trust me you really don't want me talking about this with them around,' _Tabitha smirked she thought as hard as she could towards Jean.

Jean's eyebrows knitted together wondering what this was about._ 'Tabitha what exactly do you want to talk to me about?'_

'_You remember that night when Peter changed? Well I wanted to know why I saw you and Scott leaving the same room together, so late in the night.'_

Jean blushed as she mentally cursed herself, everything had been so chaotic that night she hadn't thought or even noticed if anything had seen her and Scott that night. Looking at Tabitha's knowing face she knew that blonde knew and she wouldn't be able to convince Tabitha otherwise.

'_Now should we go somewhere or should we hold this right here, because I think they are getting curious as to why we're just staring at each other and you're blushing.' _Tabitha thought back to her.

Jean quickly got up, she had already told Taryn and Amanda, and thankfully Amanda kept quiet and didn't ask. Too bad she couldn't say the same for Taryn, she asked all kinds of questions and now Jean just knew she was going to go through that all over again with Tabitha. "Let's go to my room to talk then."

As the two left, Kitty and Amara shared a look.

"That was really weird," Amara stated.

Kitty nodded, "Yeah they were totally talking to each other there too, there is defiantly something up."

"Yeah but I wonder, Jean left pretty fast."

"Oh now I'm dying to find out," Kitty suddenly had an idea in her head as she grabbed Amara's hand. "Hey come on I have an idea."

"Wait where are we going?" Amara asked as Kitty dragged her along with her.

Upstairs in Jean's room Tabitha made herself at home as she sat on Jean's bed and looking at the older girl expectedly. Jean sighed as she made sure the door was locked, the last thing she needed was for anyone to just walk in on the worst possible moment.

"So...you and fearless leader huh?" Tabitha grinned from ear to ear.

"Okay if we're going to do this first some ground rules," Jean said sternly, she knew that if she didn't get any kind of control in place she never would. She would have to cut Tabitha off as soon as possible. "First, you don't speak to anyone about any of this, I mean it Tabitha I could just erase your memory and anything else I might 'accidentally' erase while in there."

Although it was a bluff, it was very tempting. Jean wouldn't mess with the memories of a friend but she had to at least place the threat out there.

"Okay okay," Tabitha said quickly. "Don't get all mind job on me, fine I promise I won't tell a soul."

Jean stared her down to make sure she was telling the truth before moving on. "I also don't want any teasing or you letting little jokes about it that, last thing I want is someone figuring out what you mean."

Tabitha snapped her fingers, she had a lot of those lined up. "How about when we're alone? Come on, you got to give me that."

Jean pinched the bridge of her nose and sighed, she would have to give her something. "Fine, but at least leave Scott out of it, in fact it might be best he doesn't know about any of this."

"Sure, you're more fun to mess with anyway," Tabitha smiled. "So now that that is out of the way. Just how far have you two gotten?" She tried to gauge the reaction out of Jean. "First base I've seen so...second base?"

"I'm not even sure what counts as what." Jean said honestly since everyone seemed to think something different with this metaphor.

"Okay...second base is grabbing and/or groping," Tabitha saw Jean shift a bit, it was so fun that Jean was an open book once you knew what to look for. "Okay then we can check that off, third base is heavy making out, maybe even some heavy petting...wow really?"

"Oh come on I'm not that easy to read!" Jean said embarrassed.

"Yes you are," Tabitha said thinking on what she learned. "Okay well you know a homerun is all the way so how about it."

"That's none of your business!"

"Oh my god!" Tabitha's jaw nearly dropped. "You two went all the way, if you hadn't you'd say something like 'not yet' but that kind of denial only means...wow. When the hell did you two start this, because there was no way you two did it that night."

Jean palmed her face and told her how she and Scott had made love together that night in the woods. Tabitha hadn't figured it was that long but thinking back on it, she didn't remember seeing Jean come back that night from bathing in that river. She pressed for more details and Jean admitted that Scott accidentally came into the river while she had been under it. Jean had initiated things slowly but had taken things to the next level.

"Damn girlfriend, what made you suddenly decide to take the plunge?" Tabitha asked seriously.

Jean sat down and thought about it, "Well the whole thing we had just went through, I mean given the life we lead life could be short. We could die at any moment and well...part of it was what you told me, about trying to live a little."

"Not sure I put it like that but it was something like that," Tabitha barely remembered what she said to Jean that night but if she had known it would have this kind of effect she would have tried that earlier. "Oh man this sucks I can't tell anyone! This is just too good, I mean how to you two go at it without Badger sniffing you two out?"

"Logan and the adults found out the next morning," Jean told her grimacing at the memory. "We got punished for not being properly prepared." She nearly caught herself with the 'we' part, she had been thinking of her, Scott and Rogue and Peter. She wanted to make sure those two at least weren't pulled down with her and Scott. Jean's relationship with Rogue had always been rocky but lately it had improved. She didn't want to ruin it, Rogue could hold a grudge for a long time and didn't want to deal with that.

Tabitha burst out laughing.

"It's not that funny, you weren't there when we had to have a talk with the adults," Jean said seriously but this only made her laugh even harder. "Tabitha!"

"Sorry, sorry," Tabitha finally got herself under control, but boy her stomach would ache later from how hard she was laughing later. "Oh man that had to suck big time. So they just let you guys do it?"

Jean didn't like how dirty she made it sound. "Look, Scott and I are legal adults now so we can do this anyway. They just said that we have to be careful if we want to do this while at the mansion and all, I can understand that. At any rate, yes we have sex and the adults know but as long as we're responsible they'll leave us alone about it. "

"Huh, well good on ya red," Tabitha was honestly happy for Jean, mainly because she was the first girl to go all the way and a little part of her wondered if Jean and Scott would relax a bit now that they were knocking booties. "So there is just something I got to know...how big are we talking and does he know how to use it?"

Jean couldn't believe that Tabitha would bring this up but before she could form a reply she heard something from her closet. Narrowing her eyes she reached out with her mind, she was shocked to feel two minds in there. Standing up quickly she flung out her hand as the door opened and Kitty and Amara came flying out of it. They stopped in dead air so Kitty couldn't use her powers, leaving an angry Jean looking at the two busted girls.

"It was all her idea!" Amara said trying to point to Kitty. "She took us through the wall in the other room."

"You snitch!" Kitty couldn't believe she had been sold out so fast.

Tabitha ended up laughing again as Jean wanted to growl out her frustrations, it looked like she would have to have another talk with them about this, also about Kitty and privacy. She was so very tempted to just wipe their minds of this.

'_Stupid morals,'_ Jean thought to herself.

**-Later, Peter's Room-**

Peter sat on his bed looking at his Spider-Man costume, it was strange. There were times when he wanted to curse getting his powers, they had caused a lot of grief for him. But they had also given him a lot in return. They had shaped his life in ways he might not fully understand and now they were gone. If he hadn't been given his powers then he would never had been Spider-Man, never met the X-Men or anything else. Looking at the mask staring back at him he felt a loss he never expected.

He never really thought about why he had been bitten by that spider, why he had seemed to have been chosen for it but maybe there had been a reason behind it all. He sighed to himself feeling the weight of it all coming down on him. He would no longer be Spider-Man, he wasn't even sure what his status with the X-Men would be. It wasn't like Xavier would kick them out, he was adamant that they still had a place here, so that was good.

Xavier had explained everything that there had been a chance that he might lose his powers and be totally human again. Beast would look into this but it was too early to tell about any of this. Honestly he knew that he should have seen this coming given his life recently.

Even though he and May wouldn't have to worry about what to do, it did put his role in the team in a new light. I would seem that Peter's help for the team would most likely be more of a support role from now on. He was still pretty smart, so he still had that at least. He had made those power nullifiers to help people like Rogue and Scott. Xavier even said he was talking about using them with someone that tried to help mutants with uncontrollable powers. So maybe it wasn't a total loss, but it was still something he would have to get used to.

There was a slight knock on his door as he looked up to see Rogue slowly opening it.

"Hey come on in," Peter smiled at her he could see she was taking this hard too, which was strange. He was the one that lost his powers after all.

She slowly closed the door and sat on his bed, she hated this. She felt that it was her fault that he lost his powers, she had spoken out the most about using the cure when they weren't sure about what it would do to him. She saw the mask in his hands and felt conflicted, one the one hand she wouldn't have to worry each time he went off on his own anymore. That thought made her feel slightly sick, she knew what being Spider-Man was but she still felt a sense of relief. Then there was the sadness knowing that Peter lost a large part of himself.

"Ah'm sorry," She said looking down at her feet.

"Hey nothing to be sorry about," Peter said placing the mask away and then sitting back down with her. "Xavier explained everything and honestly, if I had to choose this is be best option. I wouldn't want to spend the rest of my life as some kind of giant monster you know."

"Ah know, it's just that...ah hate this," she said bitterly. "Why is it that we can't even get a single break? Ya keep havin' ta deal with all this stuff and now this."

"Yeah it does seem like that at times," Peter sighed. "But I'm not going to let this get to me."

Rogue looked at him shocked by how well he was taking this. Peter could see this and wrapped an arm around her pulling her against him.

"Hey, I would be lying if I said this didn't bother me. I got a lot to think about now but like you said there was just a lot of crap I had to deal with lately so I'm putting it off. I'm not going to worry about the future or anything for the moment. I mean I've been human longer than I had powers so I should get used to this pretty fast."

"Besides I'm back and there is something I've wanted to do for awhile now," He said looking at her.

"What?" She asked him wondering where he was going with this.

"We're going on a nice date and nothing is going to go wrong this time," Peter grinned at her. "No more crap to get in our way, no shape shifting disasters, no giant robots, no Brotherhood or anything else. We are going out, going to have a good time and that's that."

She stared at him for a moment before speaking, "Just like that?"

"Just like that," He nodded. "Hey, we're overdue for a good time and like I said. I'm taking a personal day to be with you and just enjoy myself. I was locked up in here with the arm thing, spent way too much time as a spider-monster so if I'm normal, I want to do something normal again. And that's taking my mutant, goth super powered girlfriend out on a date."

"Ya forgot hot." She smirked.

"Ah I knew there was something," He moved in closer to her as a hand started to lightly caress her thigh gently. "But yeah, definitely hot, beautiful and any other types of verb like that."

She smiled gently at him, she had come here to try and cheer him up so why was he doing the same thing to her? He always worried about others first before himself, sometimes she thought that he would take on all the problems of the world on his shoulders if he could.

"So come on," Peter got up taking her hand and gently pulling her up with him. "Let's go out and actually enjoy ourselves for once, we can deal with this later anyway."

"Ya sure?"

Peter smiled and ran his hand gently over her cheek closing the distance between them. "Oh yeah, I think we both need this and the future will always be there. I just want what's here now for once, no more crazy things and just some alone with between us. So, how does that sound?"

She smiled as she slipped her arms around his waist and kissed him gently on the lips. They both knew that this could take some time to adjust but as long as they had each other, then maybe things would turn out alright for them in the end.

**Next up Chapter 21: What is Normal?**


	21. What is Normal?

**I want to thank everyone the new support really helped me to keep me going with this story knowing there are still lots of people that enjoy this series. Also someone mentioned more X-Men related plots but that's a bit hard to do with Spider-Man and when this is taking place, if you have suggestions let me know. Although no Apocalypse, this story will not go that far.**

**Sensational Spider-X**

**Chapter 21: What is Normal?**

Peter had to admit that after a week of being just a normal human again, he was getting used to it all. He was wondering about what he would do when school started up again, that was starting to get closer and what was he to say? He wasn't a mutant anymore? That was something he needed to think on, that is if the school let them in. Xavier had been meeting with some layer to make sure that the school couldn't bare them from showing up.

But there was at least one good thing, he had so far gone a full week without any real problems. Currently he was walking back with Rogue, hand in hand coming back from a date. So far they had actually managed to do just that, have actual dates that didn't end in disaster, it made for a good chance of pace with them. They had just came back from watching a movie at the afternoon showing, since it was way cheaper and they would avoid the crowds. It was just nice to be normal teenagers for once.

"You know, I can't remember the last time we had this good a record of dating," Peter commented as they walked up the long driveway to the front door.

"Don't jinx it," she told him. "Ah've been enjoyin' this and Ah don't want it ruined."

"Right, universe has ears and loves to mock us for some reason," Peter nodded his head. "You ever get the feeling we're just the playthings of some being or that we did something in a past life and comes back to screw up our dates?"

"Maybe ya got a voodoo curse on ya," she smirked at him. "Ya have pissed off a lot of people."

"Great that's all I need," Peter sighed dramatically, "convicts with Spider-Man voodoo dolls in their jail cells." He rubbed his eyes something Rogue noticed him doing a lot.

"Ya okay?"

"Just my vision," He sighed only this time he meant it. "Ever since that cure hit me my vision has slowly been going. It's still there but I guess as my DNA resets to more human I have to get glasses again. Which sucks let me tell you that, they break too easily, the scratches on the lenses really get annoying, you have to be careful of them not to mention expensive. When I woke up the next day after that spider bite and didn't need them I was freaking happy about that."

"No more four-eye jokes or jocks messing with them."

"Ya never tried contacts?" She asked as they walked into the mansion by now.

"My eyes ache after an hour wearing them, so I just stuck with the glasses plus they're a pain to get in and out sometimes." Peter shrugged if off. "Hope you don't mind me getting them at some point, I know I kind of look like a dork with them."

She just shrugged, "Ah didn't fall in love with ya because you didn't have glasses ya know."

"So why did you fall in love with me?" He grinned as he wrapped an arm around her waist. "Was it my sense of humour, me heroic deeds, my charming ways or the fact I said you were hot the first time we met?"

She just rolled her eyes but smiled anyway, "No, you're just a really kind guy and well, you did a lot for me that most others haven't."

"Well you're special," He said honestly not knowing just how touched she was to hear that from him. That earned him a quick kiss to the lips as a reward.

"Oh I think I see some tongue action," a female voice said as the two separated.

Both looked up the stairs to see Bobby with a slightly unfamiliar blonde girl grinning. She made a pouting face at them. "Aw, don't stop on our presence."

Peter finally remembered the girl, she was that human girl that Bobby and the other New Mutants met awhile back. He only saw her from a distance a few times she visited the mansion but from what he heard she sounded okay to him. "You're Gwen right?"

"You got it, and you must me the elusive Peter," Gwen grinned down at him. "I heard you got sick for a bit."

"I got better," Peter said with a shrug although he did eye Bobby wondering just how much he told the girl.

"Yeah Mr. McCoy gave him a clean bill of healthy," Bobby jumped him hoping to steer the conversation in a new direction. "You remember him right?"

Gwen gave a small laugh, "Yeah I'll try and keep it straight with all the other big blue furry men I know." She raised a hand and started to count off her fingers. "Let's see, Mr. McCoy…Kurt…yep that's it. I think I can handle that Ice-Boy."

"It's Iceman," He said in his defence.

"But Ice-Boy sounds cuter," She told him although she was just kind of messing with him. She liked the sound of 'Iceman' better but the way he looked, like he might actually consider the name change because she said it was 'cute', well she couldn't pass up the chance.

"Just messing with ya Bobby."

"I knew that," he tried to cover it up and failing.

Gwen rolled her eyes while smiling as she walked down the stairs, "Well at least I finally got to meet the ever elusive Peter, I was starting to think you were made up and they were just messing with me."

"Ah you figured it out," Peter sighed. "Yeah, I'm just an image in your mind being put in there by a telepath. In fact this is all fake." Peter waved his hands around the whole mansion before him in a grand gesture.

Gwen stopped in front of him as she considered that, then she hit him in arm. "That's not funny. Messing with someone's head would be really a short way to screw someone up."

"Sorry, couldn't resist the urge," Peter joked. "Anyways always nice to meet someone that isn't out to get us."

"Yeah no kidding," Bobby joined in as he caught up to Gwen. "I mean it's bad enough with the giant killer robots, the kidnapping, the battles with evil mutants and the crap we deal with just walking about the city. Hey, I'll take anyone that isn't out for us. Plus she's cool so it's a major bonus."

Gwen grinned at his compliment, it was nice feeling appreciated for who she was. Back home her father never seemed to do that anymore. He was too busy with work, okay so she did act out to get some kind of attention from him but still, she shouldn't have to. Maybe hanging out with mutants might have started as a way to 'rebel' but they were really good people. Plus they had kickass powers and a mansion.

"You know it sounds like you guys deal with a lot of crap." Gwen commented.

"Yeah and that's all on top of tha normal teenage stuff too," Rogue sighed as she rolled her eyes. "School, grades, and all tha rest." She suddenly felt conscious of Peter and how he was 'normal' now as well. She cast a look but he didn't seem fazed by it, then again he might not be trying to show it.

"Oh please what is normal anyway?" Gwen shrugged. "I mean no one person has the same life or deal with the same things. There are kids growing up in war zones who will never see their teens, places where they genocide is common, some places kids are used seriously messed up ways."

"My dad has told me a few horror stories of some teens he's found in drug houses and stuff. So you guys have powers, you're people just like everyone else. Everyone has problems and everyone has gifts so my personal reasoning is, there is no real normal. Normal is just a word some groups use to control people into thinking that their way is the right way."

"Remind me not to get into a debate with you," Peter said surprised by the things she said. You wouldn't think a teenager with that kind of insightful look at things like that. And he meant that, this was a girl he didn't want to get into a debate or argument over.

"Best keep that in mind," Gwen smiled at him. "But like I said, normal is just a word people throw around for their way of life. So by that definition your lives are perfectly normal."

"Well that's depressin'," Rogue scowled at the thought of her life forever being like this. Then again what was she hoping for? College? A nine to five job somewhere? Truth was she never even thought of living like a regular person ever since her powers kicked in.

"Well Ah think Ah'll grab somethin' ta eat," Rogue told them figuring she didn't want to get thinking of her future at the moment. She was content with just living in the present and in the present she could use a snack. "Anyone else want ta go?"

"No I'm good besides I think I should e-mail MJ and Harry," Peter told her making his way to his room. "Since I've been 'sick' I haven't been able to keep them up to date. They're most likely getting a little worried so I better let them know everything is fine."

"Sure thing," Rogue looked to the other two but they didn't seem interested. "Well see you later and nice meetin' ya."

"Same here," Gwen told her as she and Bobby went off together.

Rogue soon found herself in the kitchen looking for a snake, mainly something cold. Only to find Jean there eating some ice cream and looking like she was lost in thought. Rogue considered leaving her alone but things between them had improved a lot since they first met. Truth was, Jean had been the one to give her that device to call the X-Men in that graveyard. That had seemed like a lifetime ago. Although she had been jealous because of her crush on Scott at the time, being with Peter helped her to get over it and start to warm up to Jean more.

It also helped that Jean had started to stop caring so much about being popular in high school, that was something that hadn't helped Rogue like her. Maybe it was because of her own issues with the 'popular' girls at her old school always looking down on her and giving her crap just because she was a goth. At least Jean never did that.

So she found a popsicle in the fridge and sat down across from her, "Hey, ya look like a girl with trouble on her mind."

"Yeah," Jean sighed and looked around and tapped her head. Rogue raised an eyebrow before she got what Jean was asking and nodded.

'_Thanks,'_ Jean's mental words entered into the goth's head. _'I really don't want to take the chance of anyone else hearing this.'_

'_Okay…so what's up?'_

It was odd hearing an actual mental sigh from someone in your own head, Rogue thought.

'_Tabitha saw me coming out of Scott's room.'_

'_So?'_

'_At night…when everyone is _supposed_ to be asleep.'_

'_Oh no…' _Rogue could see where this was going.

'_She cornered me and I had to tell her everything,'_ Jean then noticed the panicked look on Rogue's face. _'Don't worry I kept you and Peter out of it, I'm not the type to drag someone down with me.'_

"Thanks for that." Rogue said out loud feeling very relieved.

'_Anyway, Kitty and Amara had been hiding in the closet while we were talking and- it's not that funny!'_

'_Sorry, it just kind of is,' _Rogue was smirking and guessed that Jean picked up on the emotions she was giving off. 'So what everyone else knows?'

'_No, I managed to convince them to keep quiet but it's only a matter of time by now. Those three are watching for any small signs and it's starting to make me feel paranoid. You know, sometimes I wished that we didn't live in a mansion full of people with super powers. It can be hard to keep secrets at times.'_

'_So says the telepath.' _Rogue smirked at the irony of what Jean said.

'_I don't look on purpose and you should know that,'_ Jean said slightly offended after all Rogue had zapped her enough times from either training or from other moments to have picked that much off her memories.

'_Okay low blow,'_ Rogue agreed. 'Although if we were normal, we wouldn't be here would we?'

'_That's true,'_ Jean ate a bit more of her ice cream. _'It can just be stressful at times. I mean if I was caught what about you and Peter? That is you two are still…'_

'_Yeah we are…crap,'_ Rogue just remembered that Peter used to just crawl outside of the building or even the ceiling of the halls when they were to meet up in her room for a night together. Now he couldn't do that and they would have to sneak in the halls like normal people. The odds of bumping into someone just shot up and it could easily happen to either of them.

Rogue really didn't want to deal with that, she was perfectly happy everyone not knowing what she and Peter got up to when they were alone for the night. It was bad enough that she had accidentally told him, a moment that forever she would regret. Thankfully at least Kurt wasn't too much of a problem with it.

'_So...what are ya goin' ta do?'_

'_Hopefully lay low until they get bored,'_ Jean slumped down in her seat. _'I can't believe I'm actually wishing for a Brotherhood attack to give me something else to think about.'_

"Well they'll get bored eventually," Rogue finally spoke out loud. "Although Ah'm goin' ta have ta be more careful from now on."

"I know, I'm going to have to make a quick scan of the halls from now on," Jean told her. "You know, I don't think we've ever just sat down and talked like this before."

Rogue thought about it and it was right, normally it was just related to school or being an X-Man. Rogue shrugged it hadn't been too bad plus Jean was the only girl she could really talk about her relationship with Peter openly. Since Jean also was at the same level in her relationship. It was nice to talk to another in the same boat as her.

"Well, ah didn't mind it," Rogue shrugged.

Jean smiled at her, "Same here and thanks to listen to me vent. You're the only person I can talk to about this kind of stuff."

Rogue nodded, "Ah was thinking that too, well if ah ever got to talk about this stuff can ah at least come to ya?"

"Sure anytime Rogue."

Rogue nodded and after finishing her snack felt it was time to get going. Leaving Jean to herself Rogue went to her room and was looking forward to one of her books. It had been a few days since she could just relax and read.

**-Elsewhere in the Mansion-**

Spyder and Jamie were currently in his room a bit bored. They had already swam and she didn't have the energy after that to do much else. So she was lying on his bed reading a comic book with him on the other end doing the same.

"You know have you ever thought how our lives are kind of like this?" Spyder asked him.

"All the time," Jamie told her flipping the page. "Although I don't think that they get everything right. I mean the guys are all over blown, I could work out for the rest of my life and maybe not look like some of them."

"Oh please you want unrealistic, then look at the women sometimes," Spyder frowned. "Sometimes their waist are smaller than their heads or they got breasts way too big."

She looked down at her own chest which hadn't grown yet, she knew it would happen sooner or later she had started puberty but so far she was still flat. Even Rahne how had only been a year older had some. Although she wasn't sure about what that would be like, she didn't want to be the only 'child' of the house anymore. Looking back at the pages she doubted that she would ever look like that in the future.

"Jamie...do you think I'm good looking?" She asked suddenly as she heard a thumb of him falling off the bed. She looked up to see him and several other Jamies getting up and pulling himself back together again.

"What do you mean?" Jamie asked confused.

She frowned as she dropped the comic and sat up to look at him. "You heard me."

"Of course I do," Jamie told her sitting on the bed with her.

"Why? I mean all different shades of grey, my skin, hair and eyes are all slightly different shades of the same color. I shoot out electrical webbing from my finger tips. So why do you think that?"

Jamie blushed not sure what she wanted to hear. She had never asked anything like this before so he wasn't sure why she was asking now. So what was he supposed to do in this case, was she looking for something in particular or something else?

"Well?" She asked getting a little angry with waiting around for it.

"I always just thought that," Jamie blushed just going with what he could think of at the top of his head. "I always thought you were cute and I like the way you look. I mean...well...I really like the way your eyes look because grey is kind of rare and yours are really nice to look at. Your skin makes you look exotic and I like your long hair."

He really hoped this was good because he wasn't good at this, this was his first real relationship after all so he had no experience in complimenting a girlfriend who seemed to be a bit sensitive of her looks at the moment.

Spyder seemed to be thinking of what he said and Jamie was nervous enough as it was. She patted the spot next to her and Jamie slid in beside her. She blushed a bit as she looked a little shyly at him.

"You really think that?" She asked.

"Of course."

She smiled feeling happy about that, thinking maybe it was time to give him a reward for what he said. She got even closer to him feeling her face flush slightly as her heart rate going up as she reached up with one hand and turned his face to hers. He was blushing a bit too but knew what she was doing as he leaned down. Their lips met, usually they only kissed in a simple way, after all they didn't have much experience.

That was why a few days ago, Spyder had gone to Tabitha for advice about kissing. She knew that she could have gone to others but Tabitha was just the best one in her opinion. Kitty would act too girly about it, Rogue's only experience was with Peter and she didn't need the mental image of that. Then there was Jean but she didn't really know the older girl all that much. So Tabitha, although single, did have experience and would at least share what she knew.

So Spyder started to change things up, she slowly started to suck on his lip a bit. Jamie was surprised but tried to imitate her. Spyder started to run her tongue over his lips and was surprised by how softer she thought they would be. Jamie wasn't sure what was going on but he was starting to enjoy it. When he opened his mouth her tongue started to enter it.

He was surprised but soon the two tried to get used to the new kissing. There was a bit of awkwardness but soon the two found out a way to kiss like this. Jamie wasn't sure how but eventually he ended up on his back with her on top of him. He couldn't believe how much he was enjoying this, in fact he could feel himself getting exited and wondered if he could push things a bit more.

Slowly his hands went to her hips as he felt her jump a bit in surprise but a moan from her told him she liked it. Spyder felt her hands on his chest and started to run them over it. The slight make out session was new to the young couple in fact this was the most intimate that they had been, but they were no longer kids. They were young teenagers and were starting to explore what that meant.

Eventually Spyder stopped as she felt flushed and panting as she rested her head on his shoulder as she felt his arms wrap around her. She sighed as she just wanted to stay like that, lying on top of him with his arms wrapped around her felt very nice.

"Wow...that was..." Jamie was at a loss for words.

"Yeah I know," Spyder grinned as she snuggled closer to him. She could get used to this kind of thing.

"So...not that I don't mind, what brought this on?" Jamie asked her honestly.

"Well, I just wanted to do something a bit more with you. Plus I liked what you said and felt you should get something for being so nice." She told him as she felt a hand of his running through her hair. She found that she liked him doing that too, it felt comforting.

They stayed like that for awhile just enjoying the feeling of each other. But soon Spyder realised that she couldn't stay here much longer, or else she might fall asleep with him. A thought that wasn't too bad for him but she wasn't ready for something like that. Even if it was something innocent between them. So reluctantly she got up off him.

"Well I better go for bed," she sighed and looked down at him and smiled. She gave him one quick kiss goodbye. "See you in the morning?"

"Yeah of course," He nodded his head. She smiled as he watched his girlfriend leave he wasn't totally sure how things got to this point but he was looking forward to more. He also realized that he didn't know much about girls or dating, he should ask one of the older boys about it he figured. He could use some pointers.

Spyder smiled as she left, feeling flushed and a bit more energized. She could get used to that. She got to her room and changed as she yawned and got on her bed, it was still too hot to go under the covers. She smiled as her thoughts went to Jamie and what they had done. Soon the dreams changed into a giant spider web.

The next morning Jamie woke up, after the usual morning rituals he went down to get some breakfast. He noticed that Spyder wasn't up yet, figuring the might still be getting tired or just sleeping in he went to her room to check up on her. He tapped on her room door and called her name and waited. He tried it again before trying the door. He opened it up only a crack just in case she was in the middle of changing.

An image that made him blush but pushed it away as he didn't want to get caught thinking something like that. He called her again with no answer. So he pushed the door opened all the way and froze at what he saw. There in the room on her bed was a large cocoon looking thing, only it looked to be made out of Spyder's webbing. He got closer to take a look and noticed the slight electrical charges on it just in time before he stopped himself from touching it. If this was from her webbing it would hurt to touch him.

That's when he started yelling for help.

**Next up Chapter 22: Cocoon**


	22. Cocoon

**Sensational Spider-X**

**Chapter 22: Cocoon**

Peter found himself floating in a fog, everywhere he looked it was grey clouds over darkness. It was kind of boring actually and he was wondering what was going on and where he was. He seemed to be floating but he couldn't tell how he was floating. Suddenly he felt something solid on his feet as Peter felt like he was on solid ground. Looking down he didn't see any ground, in fact it was just more of the same.

"Okay this is weird and given my life, that's saying something," Peter said out loud as he tested out the 'ground' ahead of him. It would seem that every step he took was solid now. Although with no idea where to go he really wasn't sure if he was heading in the right direction. Whatever the right direction would lead him anyway.

Peter started walking and looking around. "Let's see...darkness, darkness and more darkness, oh look at that, darkness. Man talk about a boring design, I'd fire the decorator and get my money back."

"Well the fault lies in the fact that your consciousness isn't fully aware in this state young man," an elderly woman's voice was suddenly heard in the darkness.

Peter jumped at the voice and looked around, then slowly in front of him the darkness seemed to part as a figure came into focus. She was an older woman, older than his aunt but still had short white hair. The woman wore a red dress of some kind with a white spider symbol on it, covering her chest and upper body. She wore a red cloth around her eyes that reminded him of how the figure of Justice was often portrayed.

The other odd thing about this was she looked like she was sitting on a throne of some kind, behind her was a complex web pattern made out of the metal of the chair.

"Greetings," She said in a friendly manner.

"Okay, no offence but I hope this is a dream, actually maybe not. I prefer to think of my girlfriend in those and if she finds out I'm dreaming about older woman...well it won't go over well." Peter joked.

She seemed to smile at him, "Well no offence is taken but it is nice to think myself dream worthy, makes me feel young again at heart."

"So...this is a dream?"

"Think of it as a dream within a dream," She told him cryptically.

"Okay that's over my head," Peter scratched the back of his head. "I'm more of a science nerd than a philosophy major, if this is going into if a tree falls in the woods kind of deal you might want to skip that part."

"Yes well it was the simplest way to explain why I'm talking to you now," She regarded him. "My name if Madam Web, or at least that's the name you may know me as. I have watched you young Peter Parker, I have watched you ever since you took on the mantel of the spider and all the things you've done."

"Okay, that sounds kind of creepy," Peter wasn't sure what kind of dream this was but it was going into strange territory. "Hey wait you don't watch everything do you? Because there are some personal times I think I don't want an audience for."

"Only the main things young Parker," She reassured him. "I may see much but I am no voyeur. At any rate I am here because of your destiny. You may think that your role as Spider-Man is over, but it has yet only begun."

"What? But I lost my powers."

"Did you?" She smirked at him. "Do you really think that they could be taken from you in such a way? Your destiny as the one chosen to carry the mantel of the spider for this generation has yet to be finished. "

"Look lady in my dreams," Peter sighed getting a little fed up with this. "My powers came from be being bit by a radioactive spider, they went out of control, I got shot up with some stuff that is turning me back into a full human again. Hell, Beast told me that in a few weeks any spider DNA left in my system might be fully gone."

"That is true," She said to him, "There is a chance that you may still yet loose your powers but it might be up to you if you do. You have to ask yourself, why me?"

"I ask that all the time," Peter said. "I ask why I got a hot girlfriend, why I seem to get a large case of bad luck, why I can never seem to get past level 23 of-"

"No," she interrupted him. "I mean why did that spider bite you out of all those people? It could have bitten anyone yet it was you. The spider chose you out of everyone."

"Okay I have thought about it, but that's just random chance," Peter wasn't really a firm believer about all this destiny stuff. If everything was to play out to a plan, where did that leave free will? Plus he was more of a science guy anyway. "You make it sound like that spider was sent to bite me."

"How do you know it wasn't?" she smirked at him. "And how do you know that your powers were even from that spider? Did you ever examine it? Was it the real cause for your abilities or was it a vessel for something more?"

Peter was starting to get a headache, "Okay I'll admit that I never thought to take it with me after the bite, but my DNA was changed by a spider that got shot full of radiation and when it bit me it somehow…okay wow, you know when you say it out loud like that it kind of does sound silly. But at least it's more plausible then some mystical spider force chooses me."

"Well whatever you believe, it was fate that led you to that moment." She assured him. "You were always headed to that place at that time, if you were worthy you would have been given the power and done what you thought you should have. Which you should be proud, I have seen your actions and you are every bit the hero."

"Yeah well, thank," Peter never really cared much for praise, he just did what he felt was right. "So what? I was destined to be Spider-Man? Meet the X-Men, and then loose my powers?"

"The web of destiny is not an easy thing to read," Madam Web told him. "I see many possibilities that could have been, should have been, are, will be, and could be. I can even all those events that will never happen as well. Your meeting with the X-Men was not always meant to be, but your choice to go with them has bound your destinies together."

"Okay hold on," Pete stopped her. "If destiny is all set then how can there be any choice?"

"Think of life as a road," She explained. "Fate are the different paths, destiny is the end result of those paths. Your choices can determine what destiny you have. Plus did you really think everything was just coincidence?"

An image of Spyder showed up to the side as she went on. "Think about it, her destiny has been linked to yours as is all who are linked to the Spider. Don't you think it's odd that you of all people found her and saved her? A young mutant girl with spider powers out in the cold and you just stumble upon her? You were called to her location because you are linked."

Peter wasn't sure how to defend against that, when she put it like that it was pretty odd given the odds of it all. "So what? My being here has changed the destinies of everyone?"

"Yes it has," Madam Web waved her hand as several strands of a web came into focus. They crossed each other and a few found around each other. "Some of you are more entwined than others, the one called Anna."

Peter winced, "She prefers Rogue."

"Rogue then, because of you her own path has been altered in ways that neither of you can comprehend." Madam Web explained. "Her life will take on a new role as will yours when the time comes to eventually leave the X-Men."

"Leave?" Peter asked her.

"Of course," she smiled at him. "You both have much to offer the world and eventually you and others will leave, others will come to fill in those gaps. It as it all things happen; children leave home and find their own way in life. This is no different, but that is a long way off so don't worry. At any rate by meeting you, you have drawn her strand together with yours."

Two strands of the web that were wrapped around each other glowed a bit.

"But that is not what I needed to tell you," She leaned forward a bit. "Peter, you have faced many trails, this moment in your life is another. It is a test for the man that is a spider, you have been tested as Spider-Man, now you must be tested as Peter Parker. If you do pass, if you can become a true hero, you will find what you have lost. But if you fail, then you will always be Peter Parker and your destiny and the destinies of those around you will change."

"Well that sounds, ominous." Peter really didn't like the way that sounded.

She smiled at him, "I have faith in you Peter. But our time grows short so I leave with one last thing. For the young girl, let it play out. This is her own test and she will grow from it. Do not let them interfere."

"Interfere? Interfere with what?" Peter asked but before he got an answer he was woken up from some kind of commotion.

"Oh man…that was one freaky dream," Peter rubbed his head as he got up. He heard some running in the halls and some kind of muffled loud voices. It wasn't the usual early morning energetic morning you found with teenagers either. Something inside Peter said that something was wrong. For a moment he was wondering if that freaky dream was right.

'_Yeah right, come on Peter stop thinking stupid thoughts, it was just a dream.'_

Getting up he went to take a look, it didn't take long before he realized that something really was wrong. There were a gathering of people outside of Spyder's room. Now he was starting to worry as he got to the small group.

"What's going on?" Peter asked anyone in front of him.

"No idea," Lance said looking behind himself to see Peter there. "All I know is that we heard Jamie yelling for help."

"Yeah, Mr. McCoy is already in there as is Mr. Logan," Amara supplied.

"Alright everyone, make some room," they could all hear Logan's raised voice. He came out of the room and told everyone to get downstairs while they took a look at things. No one really wanted to go against Logan, so they all started to move on, all but Peter. The thing with what that woman in his dream said was sticking with him. He did think it was pretty odd that he could remember the dream so well now that he thought about it.

But he put that as he went to the door. Logan was there arms crossed looking down at him. "Kid you heard what I said."

"I know but...look I just need to see if she's okay," Peter told him.

Logan wasn't moving as he was debating things.

"Let him through Logan," May called out as she and Xavier was with her. "If anyone should be in there, it's Peter."

Logan gave at least a moment of defiance before letting them through. He never liked his position challenged and he wasn't going to just roll over to a old woman even if it was someone that was part of their group. It was a pride type of thing but he also couldn't fault the kid for wanting in.

Peter walked in and seeing a giant webbed cocoon on Spyder's bed. He saw Beast closely examining it but not touching it. Jamie was sitting on a chair looking worried at what was on the bed. Peter moved aside when he heard May and Xavier coming up behind him. May gasped at the sight as Xavier slowly moved in.

"Hank?" Xavier asked his blue furred friend.

"I'm uncertain what is happening," Hank said as he closely examined the webbing. "Jamie told me he found her like this, this morning. So far she seems totally encased, she's also not responding but I can't examine too close because her webbing is fully charged.

Peter looked around the bed and noticed that there was a strand of webbing covering an outlet next to her bed.

"Hey what's with this?" Peter knelt down to take a closer look. The webbing was all over the outlet and he wasn't sure but it might actually be inside as well.

"Yes I noticed that as well," Hank said. "Although she carries and stores her own electricity in her web glands, they don't however have enough normally for all of this or keeping this kind of charge up. I believe that she's using the house hold current to keep this webbing fully charged like this. The webbing is also keeping all the energy contained."

"Any theories so far?" Xavier knew it was early but he had to ask.

Hank sighed as he thought about it, "I'm not sure, it looks like some sort of metamorphosis could be in the process here."

"You mean she'll turn into a bug or something?" Logan asked. "Great, we just dealt with the kid's change over there, we don't need another one."

"Is this dangerous for her?" May asked not sure if it was okay to let this continue. The whole scare with Peter was still very fresh and she didn't want another of the children here to go through it. It was especially hard since she was so young.

"I wouldn't think so since she did this herself," Hank said as he stood up and looked over the cocoon. "This might be a natural occurrence for her."

"You're thinking she might be going through a growth spurt in her powers like Jean went through," Xavier had surmised what Hank was getting to. It would certainly fit although mutations were so hard to fully understand. There was no way of knowing just how this would turn out.

"So what happens if we just turn off the power?" Logan asked from his spot against the wall. "Would she come out of it?"

'Do not let them interfere,' Madam Web's words rang in Peter's ears at that moment.

"Actually that might not be a good idea," Peter said quickly. He didn't want to say that a dream told him to say that, but things were just too weird at the moment. So he came up with something else. "If Mr. McCoy is right and that this is natural for her then maybe we should let it play out. If we try to cut off the power or the webbing it might hurt her."

"Indeed," Hank thought about it. "I can try and bring some scanning equipment up here at the very least I want to see if I can try and get any physical readings off her. I want to study this in more detail before we try and do anything."

Xavier nodded his head. "I believe that is the best course of action for the moment."

May looked to Peter, "Peter, why don't you take Jamie for some breakfast."

Peter knew he was kindly being asked to leave, most likely so the adult could talk in private but also to get Jamie out of the room. It couldn't be easy on the younger boy seeing all of this, he knew if this was Rogue, he would be worried himself. But the adults seemed to want to have a moment, plus maybe getting Jamie a breather away couldn't hurt. He led the younger teen away as they went to the kitchen.

Although Peter wasn't sure just how hungry he was knowing all of this now, he also doubted that Jamie felt like eating much either. They silently walked together as neither of them really knew what to say at this point. Jamie turned out to be the one to break the silence.

"She's going to be okay, right?" Jamie asked Peter as they got to the stairs.

Peter wouldn't lie, he was a bit worried but again, that strange dream kept coming back to him. Maybe it was more than just a dream. At any rate there was a chance that things would work out. "Yeah, I think so. This just might be her way of helping out, she was tired a lot lately right? Maybe this is her body's way of fixing whatever the reason for that was."

Jamie thought about it, it kind of did make some sense to him. He was still worried about her though.

**-Later that Day-**

Peter was outside the mansion, just on his back under one of the many trees you could find on the property. He needed some space some time to think on what was going on. The thing with Spyder worried him but again, that strange dream had been haunting him all day. He just couldn't get it out of his mind and now he was wondering if it really was a dream. He lived in a place with two telepaths after all, so it could have been someone in his head.

It was all just so confusing, plus normally dreams fade away, but this just stuck with him. He was considering talking to Xavier about the whole thing to see if someone had actually been in his head. For some reason he found a sense of solace in that Spyder should be okay, that woman had said she would grow from this so maybe it would work out for the best.

But then he came to the other part, the part about himself and his own tests. If he was being tested he wished it would stop, hadn't he gone through enough in life? But she had also said that 'once was lost will be found again', did that mean his powers could be returning? He hadn't felt any different, his eye sight hadn't gotten any worse but it hadn't gotten any better either. He still felt more like his normal self, well okay, his body still was in better shape. Peter just felt that was because of all the hard work his body had been put through.

He wasn't super strong anymore but he was still kind of athletic. Although if he didn't start training in something he knew that he would easily slip into a less healthy form. The fact was that he had been thinking long and hard about his life without powers. What would he do with his life now? He couldn't leave, not that everyone thought he was a mutant, but now he had to pretend that he was while being normal? Sounded like some perverse joke to Peter.

Since his time with the X-Men, Peter had been learning a lot of things, advanced mechanics and sciences from working on things like the Danger Room and even the X-Jet, hell he had even taken some of the piloting simulations. Granted it had only been a dozen and he had crashed, but Scott did say he showed more promise than most of the others. Hell he had even gotten around to getting a drivers license, now he could. He had never bothered since before in New York he just took public transportation or swung around when he got his powers.

He had helped out with Beast when he had the time, maybe he could still be of use even without his powers?

Peter thought long and hard, if he took the time from training in the Danger Room and used it for other areas; he could find a way to still help the team. He could learn to fly the X-Jet so they would have a pilot on hand, learn more about the mechanics of it and other things to keep the equipment I working order. Maybe he would even come up with a few things eventually to help them out. He was still pretty smart and he had always had his own unique skills.

He could still help, even without powers.

So what would happen if he regained them? Would he go back to just doing what he was before?

It was all kind of complicated and Peter wasn't sure what his choices should be at the moment.

The soft sound of someone walking on the grass caught his attention as he looked over to see Rogue standing over him.

"How ya doin'?" She asked as she sat down next to him.

Peter sighed and looked up at the sky through the leaves of the tree. "Not sure, just got a lot running through my head at the moment."

"About Spyder?" She asked.

"Part of it," He frowned, "Although I get the feeling that things will be okay with her. That we shouldn't worry and she'll be better for it."

Rogue blinked as she looked at him like he had grown a second head. "What the hell makes ya say that?"

Peter nervously chuckled a bit, well he wanted someone's opinion on things, might as well start with the girlfriend's. At least Peter thought if he was crazy, she would be the first to tell him that, she was kind of honest that way and one of the things he could always count on with her. So he went into the long explanation of his very vivid and strange dream and what the old woman had said to him in detail. Rogue listened to his story and although it sounded crazy, she couldn't help but wonder herself.

"Ya really should go to tha Professor about this," Rogue told him flat out by the end of it. "If someone was in your head, there's no tellin' what they were doin'."

Peter hadn't though of someone messing with his head, that was kind of a scary thought. "Well, okay that's a good point, although I didn't get any bad vibes off her. That is if she was real and I'm not just being paranoid about a strange dream."

"Okay there is that," She was just worried, it just seemed that Peter got problems dumped on him regularly. Then again, it wasn't like she was one to talk either. Sighing she laid herself on the ground next to him. "Ya think we'll ever have a normal life?"

"Define normal?"

"That's exactly what ah'm talkin' about," Rogue said a bit angrily. "Ah'm getting' a little sick and tired of all the stuff that falls on us. Why can't we just go a few months without somethin' coming around to mess with our lives?"

"Well if the old lady that may or may not be fake said in my dream, we could just be tested for something." Peter shrugged.

Rogue rolled her eyes, "Yeah well maybe ah don't want ta be tested. Maybe ah just want tha chance to enjoy what I got for a chance."

Peter could see that all this was starting to annoy her, not that be could blame her. He was getting tired of all of this stuff too. But he learned to roll with the punches pretty early on, sometimes literally with some of the bullies he had dealt with when he first started high school.

"Well try to look on the bright side of things," Peter said to her. "We're not being attacked, or kidnapped, aliens aren't invading and I see the way you're looking at me. Trust me, with the way things are going don't be surprised when it happens."

"Ah can believe creatures from another dimension, as that did ruin the dance that one time," Rogue stated. "But not aliens."

"Okay you want to bet?"

"Sure, ah like an easy win."

"Oh ha-ha," Peter grinned at her. "Winner gets something of their choosing from the loser."

"Fahne," Rogue smirked at him. "But when ah win, and ah will, y'all will owe me big time."

The two fell silent as they felt the nice summer breeze on their skin. Rogue thought about what he had said and had to ask. "If ya do get your powers back, will ya go back to bein' Spider-Man?"

Peter thought long and hard about it, "Yeah, I mean I just can't turn away from my responsibility. I know you don't like me going out there alone but I feel I need to do something with them."

"Ah might not mind if someone would go with ya," Rogue sighed as they fell into this familiar topic. "Ah would just feel better, if someone was watchin' your back was all."

"Hey I would but who else can cover for me here?" Peter asked her honestly. "Everyone is too recognizable; you saw all the crap I had to deal with just for people to think that Spider-X was just a robot."

"Well whose fault was that?" Rogue asked him. "Y'all the one that made a codename and suit based nearly on the same idea."

Peter had to admit, in hindsight, it wasn't his brightest ideas. "Seemed like a good idea at the time," he muttered. "But anyway, I think I'm needed too, you've seen the news right?"

Rogue nodded as she thought about that. By now, people had started to notice that Spider-Man had seemed to have disappeared. There were theories of course but still, with Spider-Man gone, crime had gone up ten percent. They were most likely due to the fact that some criminals were testing the waters, to see if he was truly gone. There were stories of other heroes here and there, but mainly in just New York. Bayville wasn't as lucky and it seemed to be slowly getting a bit worse.

At least it was something for the public to focus on other than mutants.

"Ah just wish I could be out there with ya if you did." She sighed as she snuggled up against him. "Ah mean at least then ah'd know you were okay and ya had some help when ya needed it."

Peter pulled her close, "I would like nothing better than that."

He kissed her head as he enjoyed the feeling of her body pressing up against his. Then he frowned as he looked at one of the branches. "Hey am I crazy or is that bird looking at us?"

Rogue looked up to see a black crow silently watching them, it was kind of creepy actually. "Get out a here!" she yelled scaring the bird away. "There, happy that I got rid of the scary bird for ya?"

"My hero," Peter joked earning him a slight slap to his stomach.

Although the crow did fly away, it seemed to make straight for one area of the city in particular. The bird flew all the way to the out of the way area where the Brotherhood Boarding house was located. As the bird slowly started to fly to the earth, its form shifted and changed until landing on her feet, was the figure of Mystique.

She stood up as she grinned at what she had learned, for weeks she had been keeping tabs on Xavier's and her children. Going as cats, or ravens to slip in unnoticed and keep an eye on things. She couldn't just walk in, as although she could fool telepaths, that Peter Parker always somehow was able to see through her abilities.

Now it was a different story, not only had she learned that he was in fact Spider-Man, but that his powers had been lost. He was totally defenceless, that boy had caused her a lot of trouble for her. He had ruined her identity of being Rogue's best friend, ruining any chance she had with spending time with her daughter. Then there were other times his actions had gotten in the way of Magneto and the Brotherhood. The young man was a thorn in her side, she couldn't infiltrate with him around, ruining several plans.

Even in her animal forms she had learned to keep her distance from him, it was only today that she had accidentally gotten close to him, with no reaction she had stayed to test just what his limits were for detecting her. She now knew however that he could no longer see through her disguises, although she wasn't certain how he did so to begin with. Now she had an opening and now she was going to have some revenge against that boy.

Especially since she really didn't like him seeing her daughter, Mystique just knew that if only she could have stayed as the 'friend' to Rogue, she could have worked her way into her oldest daughter's life. Although her new daughter was everything she could have longed for, it was still a sore spot that the rest of her children despised her. Plus just what was this Peter Parker? It sounded like he wasn't a natural mutant but more like something like what Max and the ones Magneto had created were.

At any rate, now was the time for Mystique to give some payback to Peter Parker.

Next up Chapter 23: Mystique's Revenge


	23. Mystique's Revenge

**Sensational Spider-X**

**Chapter 23: Mystique's Revenge**

For the last few days, Mystique had been planning and getting things ready. She had found the perfect place to trap the boy and it took time to figure out how to lure him there. Not that she minded, it would only make this pay off for her. This boy had gotten in her way enough times, plus she had a few questions, some she knew that Magneto would want as well. He had tried to recruit 'Spider-Man' and now that she knew it was the Parker boy, he might enjoy the news she would give him.

Magneto had a very short temper these days, apparently his new toy had been taken and he still couldn't find it. Well that wasn't her problem, but if she gave him some kind of good news it might put her in his good books. Plus she as eager to get a replacement for Electro and maybe she could give that problem kid to him and she could get someone else. That boy was getting to be too much trouble around here.

When she first found him she thought she had gotten lucky but now she was starting regretting picking up that boy. She was in her room given it was the only place she could get any time to herself. Things were just stressful lately, but soon she might get a little relief. Although she did regret not spending enough time with Sandra, maybe that was one of the reasons her other children were so distant. She had her reasons of course for being away, her life was dangerous and she never knew how long she would stay in an area. Not the life for kids, but this time she wouldn't make the same mistakes.

Which was why she had had Sandra helping her out, she told her new daughter what she needed and the young girl had managed to find the perfect area for her while Mystique had gotten the plan ready. Sandra had also helped prepare the area for her plan and it was also nice having a daughter to do these things with. If there ever came a time where she would have to leave Magneto's service, she would take Sandra with her.

There was a knock on her door, that could only mean either there as major problem or it was Sandra. She was the only one that could knock on her door whenever she wanted.

"Come in," Mystique called out.

The door opened as the young dark haired daughter walked in smiling, "Everything is set up, I double checked everything you showed me."

Mystique couldn't help but smile, "I'm glad I can count on you, actually out of everyone here I think I can count on you the most."

"Thanks mom," Sandra beamed. "But if you don't mind me asking, why exactly are you doing this?"

"I'm going to have a talk with that Parker boy," Mystique told her. "I have a few questions for him."

"Oh," Sandra nodded her head. "I'm actually curious about that whole four arms thing, I heard he was back to normal now, it's just really weird."

"That's most likely something I'll want to ask about too," the shape shifter told her. "You go and get the place ready, while I go and hunt down our little pray and lead him there."

"Okay, I'm make sure everything is perfect by the time you get there," Sandra as she quickly left.

As Sandra left her mother's room happy that she was helping her adopted mother, a figure had been waiting in one of the rooms to watch her go by. Max had seen that something was going on, Mystique as up to something and apparently Sandra was in on it. Although it was impossible to follow Mystique given the woman could turn into a bird. Sandra was another issue, he had managed to follow her yesterday and he was wondering what the plan was. At any rate, this was a perfect time to start his plan.

He had everything set up, the money he stashed away was still there just waiting for him in its hiding place. He already had a bag full of clothing and his costume. Max was ready to leave this dump, he had enough cash to set himself up in New York and he was going to enjoy his new life there. No more Mystique getting on his case, or certain people to get in his way. Finally he was going to live his life like he wanted to. But first he was going to do something about Mystique so she couldn't stop him or get in his way again.

**-Later that day-**

Peter was currently out in the town of Bayville, he just needed some space with everything going on. Spyder's condition hadn't changed all that much but at least there wasn't anything wrong on the outside. He was worried what would happen to her when she eventually got out of that cocoon thing. Although there was no telling how long that could take, Peter had read up and there were cases of it taking years, at one time even ten years for it to be finished.

He wasn't sure what they would do if it turned out to be one of those long term ones. What if the mansion lost power? Could they move her to a more secure area? If the mansion was attacked again she was totally helpless. There was just a lot of things that they needed to take think about. Dr. Connors was also at the mansion too, he had to admit the new science teacher was learning a lot about mutant genetics. In fact at this rate they could most likely make a first published book on the subject.

'_I wonder if I should get into that?'_ Peter wondered_. 'I mean mutant genetics is a pretty new field, and I live with actual mutants, work with them, hell with Mr. McCoy alone I could be way ahead of the curve. But I'd most likely have to take a lot of other courses too. Still, it's something to think about. I got a lot more free time now without the whole superhero thing anyways.'_

Peter was making his way down one of the busier streets when he heard a familiar voice calling out to him. He turned to see Rogue running up to him and she looked like she in a real hurry too.

"Whoa, where's the fire?" Peter asked her when she stopped in front of him.

"Peter, there's some trouble," Rogue told him, "Tha dang Brotherhood is causing trouble again."

"Man didn't we get enough of that before?" Peter asked her slightly annoyed that that group was giving them trouble again, he swore they needed a new hobby other than messing with them.

"Ah know but we need your help, come on," She grabbed his wrist as they rushed through the streets.

"I'm not sure what you want me to do," Peter told her. Although he would never leave his friends to trouble, he still wasn't sure what he could do without his powers. Before he had them, he was just a wimp that got picked on all the time. He had no real fighting experience until he got his powers, sure he got some lessons from Logan like everyone else, but he hadn't actually fought or trained without his powers before.

So this was going to be a new experience for him, that was for sure.

"Don't worry, ah know you can help," Rogue smiled back at him as they quickly made their way through the city. Peter was getting out of breath by the time they had taken a turn down an alleyway. He was defiantly going to have to exercise more.

Peter looked the place over, it looked like some kind of boarded up building that looked like it could be torn down eventually. It was one of those brick buildings, the older kinds with the red bricks and looked like no one had been here for years. This was the kind of out of the way place that they could battle in while not getting anyone else in the way of a fight. Although it had to be pretty tame or already over with, there were no sounds of fighting or anything from what he could tell.

"Are you sure everyone is inside?" Peter asked his girlfriend.

She just shrugged, "They were here when ah left, it might be over, let's take a look."

Peter didn't disagree with that as they made their way through an opened door. The place was old and looking rundown just like he thought it would. It was pretty dark with all the windows covered up, only little bits of light here and there through cracks or small holes could he see anything. He saw holes in the walls and from the looks of it, many items were taken out, tables that had been secured to the ground most likely taken long ago as well as other such items. He had no idea what this building was used for originally from the look of it.

Then he noticed something odd, if there had been a fight here, the place should have looked a lot more beat up. There was no damage from anything that a mutant could pull off. "Rogue, what's going on here? There's been no fighting in this place."

Rogue smirked at him, "Looks lahke ya figured that part out."

Suddenly the door they came in slammed shut and he thought he heard something being placed in front of the door. Peter may not have his spider-sense ability anymore, but that didn't mean that his good old fashioned human bad feelings that he got wasn't there. He took a long careful look at Rogue knowing something was seriously wrong with her. She was holding herself differently and the look on her face wasn't one he had seen on her before.

Slowly Rogue started to shift and change, growing taller, then her clothing started to change and turn black as her skin turned blue.

'_Oh crap, I can't believe I fell for this,'_ Peter cursed in his mind, _'I really wished I still had my spider-sense.'_

"Well now, here we are," Mystique said with a smirk on her face. "You know I have a lot of questions for you, also you've caused me a great deal of trouble as well."

"Uh, well if I said it wasn't personal would that help?" Peter said quickly trying to think of a way out of here. The door they came from was shut and he guessed from the sound that someone had to have shut it. That meant maybe a window? A quick glance showed him that the windows were either boarded up or could be locked down. He would need a closer look at the none boarded ones first, but he doubt she would give him that option.

"No, it wouldn't," she said moving forwarded.

Peter took a step back feeling the creek of the wooden floor, this place was really old and he hoped the floor wouldn't give way at some point.

"Yeah well, you'd have to make an appointment if you want an interview," Peter knew there was a doorway behind him, maybe some stairs some place. If he could get some distance he might be able to give her the slip.

"No more jokes from you," she told him and made to grab him. She was surprised when Peter tried to twist her arm to get the leverage on his side. Obviously Logan was teaching the kids combat exercises, well she was too experienced to fall for that. She easily counted and with a kick to his stomach sent him through the doorway he had been in front of.

Peter grunted but tried to roll with the fall, that kick had hurt, she was stronger than he thought. But he was through the door, not his original plan, but hey, he'd take it. Quickly he ran off and soon heard her coming at him from behind. His mind was quickly trying to think of anything that could be helpful. If there were chemicals or something left around he could use them to make something.

His mind flashed back to that old Star Trek episode of Kirk being on that planet fighting that lizard creature and making a canon. Of course now he knew that was impossible but he doubted he could find the materials for that. He really could use a bamboo canon at this moment too he figured.

He found some boards and threw them in front of a doorway as he just ran by it. Although he knew that wouldn't slow her down much, he saw stairs and went up them as quickly as he could. He ducked behind a doorway and pressed himself against the wall. He tried to hold his breath and he could hear his heart hammering in his ears. Mystique's foot steps were heard but she stopped. Peter got worried that she might have known where he was.

For what seemed like an eternity he tried to keep as still as he could. Images of those slasher films with the psycho killer on the loose that just stops and just when you think the person was safe, some huge blade usually goes through the wall into the victim.

'That's it, no more of those movies for a full month,' Peter swore to himself. 'I don't care if Rogue likes them, they're not making this any better.'

Slowly Mystique's soft footsteps slowly starting to move again, he could tell that she was slowly searching for him. He had to find a way out, his luck wouldn't hold up for much longer. He heard her starting to get further away as he carefully moved to the window he saw. It wasn't boarded up but when he tried to open it, it was stuck.

Looking down, he saw that nails had been put into it, they were pretty new looking too. So that meant that he might have to sneak back downstairs and look for another way out. Maybe he could force the door open and get out that way.

He was about to turn around when he felt a hand on the back of his shirt pull him away. He cried out as he felt someone (and he had a good guess who) knee him in the kidney. She seemed to easily grab him and threw him through the old drywall next to her. Peter was thankful that the drywall was old and also empty and slightly rotted out. He went through it easily enough, although it still hurt when he did, and when he landed in the next room as well.

Peter seemed to have been thrown into a large open room he noticed as he coughed, all the dust was getting into his lungs and the pain in his side and back weren't helping much either. Looking around he couldn't see anything useful, a busted up old chair, a table that had been most likely fastened to the ground, so that was a no go.

"Now then, I don't care how I get my answers out of you but I will have them," Mystique was taking her time with this. She was going to show this boy that getting in her way was not the best choice to make in life. With her foot she turned him onto his back and pressed the heel just under his sternum.

"Now, I heard a few interesting things. That you're Spider-Man for instance, I have to admit that Xavier keeping you around is a bit laughable, a mighty mutant hero to help in his vision. Although thinking on that, maybe that is a bit more underhanded than I expected of him after all."

"But you lost your powers, I want to know how can a mutant lose their powers or were you a mutant to being with?" She looked carefully at any reactions and she noticed a little one when she mentioned that he might not be a mutant. "Oh? What was that? So you are more like Dillion then, someone who was given powers from another means. Tell me how you got them!" she pressed down on her foot making him grunt.

"Would you believe a spider bit me?" Peter joked but grunted again when she pressed down more. "It did! Or it was some cosmic fate thing, some blind woman told me it might have something to do with that but I doubt it."

Mystique paused, the only blind woman she knew was Destiny. "Who was she?"

"Look crazy lady, it was just in a dream okay?" Peter was slowly hoping to distract her, Logan had taught them just the right trick for being in this kind of spot, now if only he could remember it correctly.

Mystique paused to think about that, it might be nothing or it could be something. She could get back to that sooner or later. She stomped her foot just enough to get him to cry out in pain as grabbed her ankle in vain.

"How did you lose your powers?"

"It was the cure they made for me when I changed," Peter really didn't feel the need to keep that a secret, he figured she would get around to why he no longer hand four arms. Besides his hands were just in the right spot now, with his right hand he slowly got it into position. It was a sweat nerve attack that Logan showed them that you could do with only your thumb and index finger. The thumb when under the ankle as you wrapped the finger around and in the right place, you twist.

He fumbled the first time but the second time he got it before she figured out what he was doing. She gave a startled cry of surprise as a shot of pain suddenly went through up her body. Her legs instantly couldn't support her as she fell to her side. Peter knew he wouldn't have much time as he scrambled to get away.

That's when the floor seemed to explode beneath them as they both fell to the first floor.

**-A few minutes Earlier, Outside-**

Sandra was waiting outside, she was to keep an eye out if Peter managed to find a way out or make one. She had already locked the door that they had gone through and already she could hear some struggles going on. She leaned against the building on the other side of the alleyway entrance with a smirk on her face. Or at least until she heard someone walking towards her spot, looking to her side she frowned at the sight of Max walking up to her.

"What are you doing here?" She said to him in a hostile tone.

He only smiled at her, "Just the question I was going to ask you actually. So I take it Mystique is in there and you're on guard duty?"

"None of your business, you're already in enough trouble with her as it is with that stunt you pulled earlier." She informed him.

"That's why I'm here, I wanted to make up for it, help out if I could. I mean it's a big building, you can't cover it all by yourself right?"

She paused to consider that, but the fact was she just didn't like the guy. He was a creep in her books and wouldn't want his help even if it was offered. "I can handle it."

Max sighed, "Alright you win, I guess I can't do anything if I'm not wanted can I?" He asked her. He had been slowly getting closer to her while they had been talking. Now that he was within reach of her he grabbed her arm. She was about to fight him off when she screamed in pain as he sent electricity throughout her body. Her body confused from the shock as he let her fall to the ground twitching as nerves were firing erratically.

Max looked down making sure she would be out for awhile, he made sure to give her a good does that would make sure she wouldn't get in his way. Looking at the door she had been guarding she noticed the beam she had obviously placed across it. Removing it he slipped inside, now he could hear two people inside of it.

He walked into a large open room, looking up he saw through the holes in the ceiling two people were up there. He saw a flash of blue skin and he thought he heard Mystique's voice as well as someone else's familiar voice. He grinned, they didn't even know he was here and they were in the perfect spot. Charging up his powers in his hands he unleashed a fury of electrical power above him.

The ceiling collapsed easily under his power as two figures fell as well as debris. There was dust thrown up as two coughing voices could be heard. Soon as the dust settled Max saw both Mystique and Peter, the boy looked already a little beaten up as he was slow trying to get back on his feet.

Mystique's eyes locked onto Max, "You! What the hell are you doing here and what do you think you're doing?"

"This," Max said as he easily was able to shoot an electrical bolt of energy at her chest. She cried out as she fell to her back in pain. He saw that Peter was nearly getting up as well. "You stay right where you are too." Max gave Peter an electrical attack as well as Peter cried out and fell to his hands and knees.

"Well this is certainly a surprise, two people that I've wanted to get even with for a long time, both literally fall into my lap as it were. Well you two I hope you've enjoyed your fun because this is the end."

Max blasted the floor as it caved in, both figured falling into the basement level, for good measure he blasted more of the ceiling, casing lots of pieces of the building to start falling into the hole, while he tried to bury them alive. Grinning he felt the building shift slightly, it really wasn't very structurally sound to begin with, and he figured taking out all those floors didn't help matters. Well he wanted to be sure that they would never bother him again.

Looking around he got another idea, with subtle control he used his powers to create just enough sparks to help set what he could on fire. It wasn't much material that could actually light up with his powers but he figured the few small fires he started would soon spread. Besides if the fire didn't get them, then the smoke should. He walked out of the building leaving the two of them to their fate.

He noticed the unconscious Sandra and considered if he should throw her inside and lock the door. He could smell the smoke and figured it would be best to be as far away as he could before someone called the police and fire department. So he left her there, with any luck when the building collapsed she would get caught in the falling pieces. He walked off trying not to draw any attention to himself.

First step was done, now all he needed was to quickly get his things, get the money he stashed and leave.

"Here I come New York, you better be ready for Electro," Max said to himself as he walked away.

**Next up Chapter 24: Chrysalis **

**I decided to make one more arc then end this, I had planned for more but I'm starting to feel a bit burned out. I'll state what I plan to do for a fourth story by the end of this one. Sorry for everyone that was waiting around for certain things. **

**Also yes, that nerve move Peter did it very real, I've done it myself, you can try it out with a buddy but be careful as your legs will suddenly give out if done correctly but not too hard either.**


	24. Chrysalis

**Sensational Spider-X**

**Chapter 24: Chrysalis **

The first thing Peter noticed when he started to come around was the large weight on him, then came the pain. He instantly woke up from that, his whole body still felt the effect of Max's electric attack but now he had a large piece of wood on his back. He could hear something but being face down, he wasn't sure at first. Then he felt the heat and he knew that there was a fire. As his mind cleared he quickly remembered what happened, the trap with Mystique, falling, Max and from the looks of it they had fallen again.

"This just isn't my day," Peter moaned as he twisted enough to see that he was pinned face down. He could see a bit of the fire spreading overhead, thankfully the smoke hadn't reached them yet. Being so low was the only good thing going for them since the smoke was still too high but that wouldn't last long. He grunted as he tried to push what was on his back but his body still felt the effects of all that electricity that had gone through his body and all the punishment from Mystique wasn't any more help either.

Peter looked to see that Mystique was also with him, she had a beam on her legs and was still out cold. He yelled out to her but she didn't respond. This wasn't good if they couldn't get out of here they would either choke to death from when the smoke finally did reach them, the fire caught up to them or some more of the building might fall on them too. Either way this was very bad all around.

He grunted as he tried again to move but he still couldn't get what was on his back moving.

'_Crap! This is really bad, we can't stay down here for too long, come on think!'_ Peter got his hands under him and tried to force himself to push up but the weight on his back seem like too much. He gasped for air as he took a moment to rest.

'_Is this it? Is this how I die?'_ The situation looked hopeless. Mystique might be able to get out but the question on if she would take him along, well, he had doubts about that.

'_I can't believe _this_, after everything I've been through this is how I go out? Damn it, I wish Xavier could hear me but even telepaths need something to hear someone's thoughts. They had to keep their minds shielded, he's not looking for me actively so it would be shut out like who knows how many minds. I won't show up on Cerebro either not like I am now, I know they were trying to get it to read people like myself, well old self. But I don't think they ever finished, not that it matters it can't be used to pick up humans.'_

Peter didn't know what to do, his body hurt, he was tired and he didn't know what to do. He was stuck and suddenly he felt his life going by. He figured that he had had a decent life, yeah some things had royally sucked, his parents, uncle Ben, being bullied in high school. But he had had a lot of good times, especially lately. He knew that everyone would be pretty hurt when he died, at least he knew that his aunt wouldn't be alone. She would have plenty of people to support her, Spyder too, Rogue...she would take it really hard.

He knew how he would feel if she had died, but what else was there to do?

'_I can't believe I'm going to just lay down and die, this is pathetic. All the things I've fought and been through and I just give up? Rogue would hit me for just giving up on everyone like this. Damn it I don't want to give up! I want to go on I want to be with everyone, I want to see everyone again, I want to see Rogue again!'_

For a moment he felt like shouting one more thing that deep down he wanted. _'I want to be Spider-Man again!'_

He knew that he had been putting on a brave face for everyone, even himself, but the truth was he wanted to be Spider-Man again, he needed to be Spider-Man. Spider-Man was as much a part of him as anything else. He had tried to think he could live without his powers, without being the hero but that wasn't him. He was the hero, he couldn't just sit by and do nothing. He tried to move, to do anything.

'_Come on move Parker, move! Damn it I won't just lay down here and die, I'm going to get out of this, I'm going home and I don't care how but I'm going to find a way to get my powers back!'_

Peter once again strained to move the weight on his back. _'Come on I know I can do this, I won't give up, not here not ever! Damn why do I have this stupid buzzing headache? Wait...what?'_

Peter hadn't noticed it but there is was, it was vague but it was there. The familiar buzzing sensation and it was growing louder. He cried out as he felt his body slowly burning on the inside but then it was gone. Soon he felt something else flowing through his body, it was slow but it was building up inside of him. He pushed again and the weight slowly got easier, eventually with one last grunt he pushed up and the material fell off his back.

"Damn, about time," Peter coughed the smoke was starting to work its way down to their level. He looked behind him and noticed the large piece of wood he had been trapped under. He could feel new strength going through him, he honestly had no idea what was going on but he wasn't going to question it now. He paused to look at Mystique, the woman had been kicking his ass and who knew what else she was going to do.

"Damn it, I hate being the good guy sometimes," Peter muttered as he grabbed the beam trapping her and managed to haul it off her. It wasn't as easy as it normally would have been, at best he felt more like he was at half-strength but if he was getting stronger it was only a matter of time. He picked her up easily enough as he looked up. It was a long fall but he could jump as high as three stories before, well time to see just how far he could jump currently.

He bent his knees and jumped as high as he could, and managed to just barely land on the first floor out of whatever basement level they had been trapped in.

"And he nails the dismount," Peter grinned but coughed again, the smoke was thicker and his spider-sense was going nuts. He needed to get out but he couldn't even see his hand in front of his face if he could. Well he would just have to rely on his powers with his eyes closed he let his spider-sense lead him to the safest areas. He didn't need to close his eyes as he couldn't see but it helped to keep the smoke out of them. He felt the heat all around him now, the sounds of wood burning, cracking and falling. He had no sense of time and just when he was starting to get worried, he slammed into something metal.

"The hell, what is...the door!" Peter thanked whatever luck was going on now as he kicked out.

On the outside in the alleyway, Sandra was coming around. She hurt but not as much as Max would when she got a hold of him. She looked up as she felt a strange heat and sounds and her eyes widened in horror as the sight. The building was burning, she had no doubt that this was Max's doing but that didn't matter at the moment.

"Mother!" Sandra cried out as she got to her feet. She had never felt so afraid, she had been abused, bullied all her life, she had even turned to drugs to kill the pain of life, she went through an experiment that could have killed her but all that was nothing to the thought of losing her true mother. Yes, Mystique wasn't her biological mother, but that other woman had never been there for her. Mystique had done more for her than anyone, actually cared for her, took her in and loved her. She couldn't lose the one person in her life that meant more to her than the world.

She was just about to unlock the door when it burst open and out came a coughing Peter holding Mystique. Peter made it to the wall on the other side before placing the woman there and then taking a few steps back, trying to cough out all the irritants in his lungs.

"Mother!" Sandra went right to Mystique looking her over. She saw the burns and they weren't from the fire. Those were electrical, it had to be and she knew that Max had tried to kill her mother. "I'm going to kill him when I find him."

"I think you should take care of her first," Peter said not that he cared much about Max at the moment. They couldn't stay here for much longer it was too dangerous. "You need help with her?"

Yeah he knew it sounded insane but hey, good guy right?

"I can handle this," She hated that she owed him for saving her as she picked up Mystique. They would have to find a place to hide so Mystique could wake up and change her form. Carrying around a blue woman was noticeable. "Get out of here...before I change my mind."

"Now there's gratitude for you," Peter muttered as he heard sirens. That was his cue to get out of there, well he saved Mystique even if it might not have been the smart thing, it was the right thing to do.

**-Xavier Mansion-**

"I hate this room." Peter muttered as he sat on the bed of the infirmary. "I swear to god, if I end up in here again this month I want to redecorate it since I'm obviously seems to live in here more than in my room."

"Peter," May chided him although in her heart she was just glad he was okay. When he turned up in ruined clothing and looking the worst for wear she questioned him on what happened. She thought that without his powers, Peter's life would be safer but apparently it wasn't. That and also apparently his powers were returning.

Mr. McCoy who was just as surprised by everyone by Peter's powers returning to him as he worked on that and also tending to his injuries from earlier. For the past few hours Peter had to wait while his slight injuries were also being taken care of. Slight burns, bruised ribs as well as other body parts, a few pulled muscles, at least with his powers back he healed faster. Sure he was no Logan or even Rahne but he could heal a broken bone in a few days rather than weeks.

"Ow," Peter jumped as Rogue was wrapping up one of his arms.

"How do ya do it?" She muttered a bit angry with him for getting into trouble. "How does one guy keep gettin' into so much trouble as ya?"

"Natural talent-ow! Hey that was on purpose."

Rogue shook her head, "Honestly you're gonna turn my grey before ah turn thirty."

"Well you do kind of have a head start with that strip-ow! Okay okay, sorry no more jokes about the hair."

Rogue although glaring at him, was happy to see that Peter was getting back to normal. Yes he had seemed okay since he was cured but deep down she had noticed. He had been going through the motions or just trying to ignore his own feelings about it. Whatever had happened seemed to have made him not only come to terms but helped him out as well.

"So Doc," Peter looked to Mr. McCoy, "Any theories as to what happened to me?"

Hank had been racking his brain to answer that same question. He would have to run tests and confer with both Moira and Curt but there was one thing that might make sense. "I'm not sure but you know how your powers and DNA was slowly going from spider to human? Well it might have been in a state of flux, that electrical surge could have in a way, jumpstarted a process that made your body change back to a more stable status."

"I'd have to run some test to be sure but this could be permanent but I want to make sure."

"Hey if this means by powers are back I'm all for it, I was starting to worry about not pulling my weight with the team and stuff anyway." Peter grinned. He was feeling pretty good despite his injuries, it seemed like everything was slowly getting back to normal, well normal for his life at least.

**-Spyder's Room-**

It was late and Jamie was just checking on Spyder, he did so every now and again, how couldn't he keep checking? Spyder was the first girl that he felt these kinds of feelings for. Every time he saw her he felt better, when she was close his heart would speed up slightly. They always had fun together, played together, hung out. Of course there were other good things like when had been alone together that last time and things got heated.

But looking at the webbed up cocoon he only felt helpless, he wished there was something he could do other than just sit around and wait. Mr. McCoy came in one and awhile to check but it seemed that they just had to play this out. The others would check too but Jamie couldn't take his mind off it, he tried but he just kept thinking what was going on with her and what was going on with her inside.

He pulled a chair, turning it around so that when he sat his arms rested on the head, his own chin resting on his arms as he just looked at it. He hated feeling powerless, even though he had a power, it wasn't as impressive as most of the others. Jamie was the youngest and smallest guy here and he always felt like his powers was a reflection of that. He could only make copies of himself, he couldn't fly, shoot something cool out of his body. He felt like he always had to try harder to keep up with everyone else in all things.

Spyder had cooler powers but she never looked down on him, she encouraged him to do his best. She had been there for him when he sometimes felt alone in the mansion. Now with her like this he felt alone and didn't know what to do. He missed her so much, he never thought of what it would be like without her. Things had been going well and never once did he think they would never be together again.

He rested his head on his arms, he felt tired. He hadn't been sleeping all that well since she had gone into this. It had finally caught up to him as he started to nod off. What he didn't notice was that the electrical currents in the webbing started to flux slightly. Slowly the cocoon started to pulse and bulge as something inside of it started to move. The lights in the room flickered as the power was starting to be disrupted.

The electricity that it was drawing slowly started to drain less and less power until it stopped. The webbing started to dim slightly as all the energy was being drawn into what was inside of it. Soon the electricity had now died in the webbing as it started to quickly dry out and become harder and more brittle. Cracks appeared as suddenly a hand emerged out of it. This caused Jamie to startled awake as he saw what was happening. He quickly got out of the chair as he called out to Spider.

He saw her grey hand clawing it's way out and he tried to help by ripped off as much of the webbing as he could. It was surprisingly easy to take it off as he threw the pieces aside. A gap was forming and then Spyder's upper body came out gasping for air.

"What the hell? I couldn't breathe in that thing what happened?" Spyder said taking in air. She had no idea what was going on, last thing she remembered was going to sleep and then waking up in something. Panic started to sink in as she clawed her way out of it as the air was getting harder to breath suddenly. Then she was out of it and she felt someone wrapping around her. It took a moment for her mind to catch up and realize it was Jamie.

"Jamie?" she blinked.

"You're okay! We didn't know what was going on with you, you made this thing and had been in there for awhile now, no one knew when you would wake up." Jamie told her hugging her against him. The relief flowing through him as he felt her and heard her voice, he felt her own arms wrapping around him as her head was laid on his shoulder.

"Sorry for worrying you," She said softly as she figured out that he had to have been really scared for her. She still wasn't sure what had exactly happened but she could piece it together later. Right now she just wanted to make sure that Jamie was going to be okay first.

Jamie smiled as he felt her and then he frowned, something seemed off. "Hey Spider, do you have something on your clothing?"

"Huh?" Spyder did feel something odd. They pulled away as she looked down, then she pulled the top of her shirt away and looked down it. She blushed slightly as she quickly pressed her top to her skin and looked slightly embarrassed at him. "Looks like something changed while I was, well, sleeping."

Jamie nodded dumbly as he could see that, or at least the two small 'bumps' forming on her shirt. Spyder noticed where he was looking and glared. "Hey!"

"S-sorry!" Jamie blushed as he realized what was happening. "Hey, open your mouth again."

"What, why?"

"I think some of your teeth changed." He told her.

Spyder ran her tongue in the inside of her mouth wondering what he was talking about. Then she felt it, the fangs of her teeth were slightly longer and sharper. Both the top and the bottom row ones. "What the, I have real fangs now?"

Jamie took a closer look, "I think so," and then he smiled, "I guess we'll have to be careful kissing again."

Spyder grinned at him, "Oh, well that could take some time. I got to figure out what happened and clean this up, myself too. I feel ichy all over like I slept all day in my clothing and sweating like crazy in them."

"I don't mind, I'm just glad that you're back," Jamie told her honestly. Sure she did smell a bit and she was a little grimy and her hair was messy but he was just too happy to have her back to really care about any of those things.

Spyder smiled feeling nice that he said that, so maybe a little reward was in order. "Well then, if you don't mind me like this, then you shouldn't mind this." She leaned forward to kiss him. It was gentle at first but then Jamie leaned in and the kiss slightly deepened. Spyder took his lip in her teeth and meant to be light about it but her new fangs pricked it.

"Ow!" Jamie pulled back feeling the slight sting.

"Oh my god I'm sorry are you okay?" Spyder had forgotten about her fangs.

"Yeah but why do I taste something..." Jamie could feel something on his lips and was about to tell her but then he felt strange. His head was swimming and he went suddenly limp as he fell off the bed to the ground.

"Jamie? Jamie!" Spyder quickly dug herself out of what was left of the cocoon as she went to his side on the floor. She shook him and she could see that he was breathing and his eyes were moving but he wasn't moving or saying anything.

She cringed as she knew that this was somehow was her fault. "Opps, sorry. I-I'll go get Mr. McCoy!"

And that was the most embossing kiss that Jamie and Spyder ever had in their relationship, it would become something of a joke between them and after this Spyder learned to be very mindful for her teeth after that.

**Next up Chapter 25: Return of a Hero**

**Just so you know, the part about being electrocuted restoring his powers has been done with Spider-Girl which is where I got the idea from. Spyder's new abilities will go into detail in the next chapter.**


	25. Return of a Hero

**Sensational Spider-X**

**Chapter 25: Return of a Hero**

"I am so sorry," Spyder said for the millionth time. She was in the medical room as she apologized to Jamie. Both young teens were sitting on beds across from each other as Hank had been looking after both of them. It had been pretty much chaos when Spyder had suddenly appeared frantic about Jamie.

Still, it was fairly quick over with as both teens were placed in the infirmary. After about ten minutes Jamie had started to be able to move again as Hank had taken blood samples from both of them, he also had managed to gather some venom out of Spyder's new teeth. By now Jamie was seemed fine but Hank wasn't taking any chances as Spyder's new venom was new and he wasn't sure of the full effects.

Although Spyder had accidentally swallowed some of the venom when she tried to suck it out as a personal experiment, she had meant to see if she could spit it out like a certain type of cobra. Instead she had swallowed it but thankfully she seemed immune.

"I told you I'm okay now," Jamie tried to assure her.

"Stupid new teeth," Spyder said to herself. "I can't believe I did that to you."

"I know it was an accident," Jamie tried to make her feel better about it. "We'll just have to be, well, more careful with what we were doing when..." He trailed off as both slightly blushed.

"But how come I got these teeth?" Spyder said as she ran her tongue over them again. It just felt weird with new teeth in her mouth and she couldn't help but do it, although she was going to have to be very careful not to bite her tongue in the future.

"I believe you went through a unique type of power surge," Hank explained to her as he came back into the room. "Jean went through a similar experience last year, I think this was just your body's way of adjusting itself fully to your mutation."

"So I got new teeth that have venom in them and spent time basically in a coma while inside of a giant cocoon?" Spyder said in a deadpan expression.

"Well every mutant is different," Hank said with a shrug. "Plus we have no idea if there are any other new abilities you have."

"Does this mean tests?" Spyder slumped slightly thinking about

"Oh yes, we'll have to ensure that you're through with your changes and what changes you have gone through as well." Hank smiled at her.

"Great," Spyder sighed.

"Look on the bright side, you won't be alone," Peter told her from his own bed. "he's putting me through the same things. So we can suffer together at least."

Spyder did manage a smirk at that.

"Although I have to admit, never thought you would have suck killer kisses," Peter smirked at how the two younger teens blushed.

"Shut up or I'll bite you myself!" Spyder yelled over at him.

"Okay okay, just making a joke is all," Peter held up his hands in defence. He knew that she would do it too.

Thankfully Kitty walked into the room with a bag in her arms, Peter was a bit grateful for the interruption. Spyder looked like she might actually just carry out her threat and Peter wasn't too keen on seeing the effects first hand on what her venom could do.

"Hey there," Kitty smiled as she walked up to Spyder. "Here, I totally think you'll be needing these."

Spyder looked confused until she took a look in the bag, then she quickly closed it up.

Kitty smiled as she leaned in a bit closer to so no one else could hear. "Since you seem to be my size I thought you could use them. But we're totally going to have to get you your own pairs soon."

Spyder nodded blushing a bit, since inside the bag were at least three pairs of bras. She hadn't even thought of it but she was going to have to get used to wearing them.

"Uh...what's in the bag?" Jamie asked.

"None of your business," Kitty and Spyder said at the same time.

"Uh...okay," Jamie wished he could understand girls more, sometimes they did things that he just couldn't understand. Although looking at Peter he just shrugged at Jamie, not sure what was in the bag either.

**-Brotherhood Boarding House-**

Mystique was resting in her bed, at the moment she wasn't in much shape to do much. As a shape shifter she could heal any surface damage but any internal ones she couldn't do much about. It still hurt to move her left arm but thankfully nothing needing to go to a hospital. She hated having to do that, having to hold your shape while you had test run on you wasn't fun. Oh she had false identities that she could use, but she just didn't like it.

Her door opened as Sandra came in.

"So you asked around?" Mystique asked.

Sandra nodded, "No one has seen Max all day, I checked his room and a lot of his stuff is gone. I told Quicksilver to look around the town but knowing him he might not look everywhere. Plus knowing Max, he would have left town already anyway."

"Little bastard must have been planning this for awhile," Mystique growled out. She didn't like being betrayed and let alone but some little brat like him. This was just something she didn't need. Now she had to tell Magneto that one of the Brotherhood had left, of course she would tell him about him trying to kill her, that alone would show that Max as untrustworthy at least. Still, she would have to find someone to fill in for him the Brotherhood needed more members if they kept losing them at this rate.

Still, she wasn't looking forward to that conversation.

"So, what do we do?" Sandra asked.

"For the moment we can't do anything, he's obviously not coming back," Mystique sighed as she laid back and rested in her pillows. "But don't make any mistake in that we're through with him. One day we will find him and I will make him sorry for what he did today, of that you can be sure."

Sandra smiled as she knelt down by her side, "I want to be there with you, he tried to kill you and he zapped me."

Mystique smiled at that, "When the time comes I'll be sure to have you there too then."

"So, what about Parker?"

"Leave him alone," Mystique told her scowling. "I hate owing him anything but I do, so this will make us even between us for now." Mystique really hated having to do this but although she hated owing Parker her life, she did and she would repay that. So she would let him go, let him keep his secrets but the next time on the battlefield that debt would end. Besides the thought of owing him anything was even worse and she would not have this hanging over her head.

**-A Week Later, Danger Room-**

Currently Peter and Spyder were being put through their paces. For a week they had been having tests done on them and training in the Danger Room to check on their progress. Peter was finding that his powers had slowly been getting back to normal. By now he seemed to have his powers back to how they were when he first got them. Beast had said that it looked like his DNA was finally fully stable and would not change again. The cure they gave him and the shock by Max, seemed to have worked together to stabilize his DNA permanently.

Spyder was the most surprising though it seemed that fangs weren't her only change. Apparently there were physical changes as well. Firstly was her electrical webbing seemed to be used more often, Hank theorized that her body used all the electricity to help her body to grow and store more power inside of herself. Her electrical webbing could have more power behind it and she could used more of it. This was a big help as it didn't tire her out so much now. She still liked to use the web-shooters Peter made for her.

Also her physical abilities seemed to have been enhanced. Like Peter, her agility and strength was enhanced. Although it was only a bit enhanced, Hank said that over the years as she grew it might grow with her but for now she was a bit faster and stronger.

Up in the control room the adults were watching them go through the final test.

"They seem to be doing well," Ororo said as she watched both Peter and Spyder work together to get through the obstacles. "They seem to be complimenting each other well."

"Indeed," Xavier nodded, "Peter is taking most of the challenges with Spyder doing support. Hank, how are their bio readings?"

Hank looked at one of the controls, Peter and Spyder had on small devices that were reading every single thing that their body was doing. "It would seem that they are in perfect health and are doing fine. With my data that I've gathered it looks like I can say that they are both just fine."

"Thank god," May sighed as she watched Peter move. "So we don't have to worry about Peter changing again?"

"No and this should be the final test run." Hank told her as he saved the data. He would look through it in more detail later and make the final adjustments to their files. He couldn't wait to share this last piece of data with Moira and Dr. Connors, over the course of this event the three of them had started a very good working relationship. Their three minds had come together and Hank had to admit, he enjoyed it. It was nice having actually colleagues he could talk to and discuss subjects of science that interests him again.

"So does this mean the kid will be wearing that other set of clothing and going out at night again?" Logan grumbled.

May had known that Peter would, in fact the only reason he hadn't so far was to get word that his powers were back completely and there was no danger. She had seen the look in Peter's face and knew that he would start going out against as Spider-Man as soon as he could. She knew that it was a large part of himself that he hated not being Spider-Man but that didn't stop her from worrying all the time.

By the time it was all over Peter felt better than he had in awhile, even if he was a little tired, sweaty and in need of a shower. It just felt good actually going through the movements again. Being able to jump higher than normal, moving with the speed and grace he had never known a year ago. It felt right to him, that this was what he was meant to be.

But there was one thing missing, one more thing he just had to do. After a quick talk with the adults and being given a clean bill of health Peter made his way to his room for a nice shower. It felt good having the hot water over his muscles. He had been slowly getting used to having his powers back, he grinned remembering how when he first got them his body would have aches in the joins because of how much more he was using them.

After that he went to his closet and dug out a box. It had no markings on it but he knew what it was and what it held. He wasn't sure why he hung unto it, when he lost his powers he could have just thrown it away at any time but maybe some part of him just couldn't get rid of it. Maybe some part of him hoped that he would need it again.

Placing it on his bed he opened it, inside of it was all his Spider-Man gear and suits. He began dressing up, it felt nice putting it back on again.

There was a knock on his door as he heard Rogue's voice, so he called her in. Rogue slipped in, closing the door behind her as she smirked seeing him nearly fully dressed up again, the only thing missing was the mask. It was odd as this was actually how she saw him for the very first time in that red and blue costume of his. Who knew that strange boy that helped her and Scott out last Christmas would have changed her life so much.

"Ah see that ya couldn't wait to put that back on." She told him.

Peter smiled and just shrugged, "Hey, in a way I haven't been able to put this one for a long time now. Besides you've seen the papers, people noticed that I've been gone and crime is up. I want to get back out there and do what I know I can do to help others in trouble."

All that noble sentiment was one of the reasons that Rogue couldn't help but admire about him. He was risking to put his life on the line not for fame or for a rush but to just help others. That's all Peter wanted to do with his powers and she wished she could as well sometimes. Oh sure that whole Sirens thing she had been able to use her powers but that was mainly for thrills and she had the help of the others to use their powers as well.

She reached for his mask on the bed and walked over to him as she placed it over his head. "Just be careful."

"Hey you know me."

"That's why ah said that, ya have the weirdest way of attractin' trouble." Rogue told him only half joking.

"So...can I get a kiss good luck?" Peter asked hopeful.

"Maybe."

"Maybe?"

"Only if you don't do nothin' crazy on your first night out."

Peter thought about it, "Define 'crazy' because given out lives that can be pretty broad."

"If it's somethin' major call in some dang help and not try and take the world's problems all on your own. You got people here willin' ta help ya and ya need to learn that you can lean on others for help now and again." She told him sternly poking his check with one of her fingers. "So, we got a deal?"

"Deal." Peter nodded not wanting to argue with Rogue when she got serious like this.

"Good," Her face softened a bit as she looped her arms around his neck and pulled them together for a kiss. She held on to him for enjoying the small moment between them. Eventually she had to pull back for air as she did, she pulled down his mask as well as she smiled at him. "Go get them."

"You got it," He said going to the balcony.

**-Later, City Streets-**

The sounds of a man being thrown into a wall and falling was heard in the night along with a woman's plead to be left alone. Pulled into an alley a couple had been in the wrong place at the wrong time. There were four men there, all rough looking and carrying various weapons, pipes, knifes and the like. The man had tried to defend himself and his girlfriend, it had been a valiant effort but ultimately futile.

He was coughing on the ground holding his ribs as his girlfriend held onto him looking up at the men scared.

"You should have just given us the money, now we're going to have to do this the hard way."

"Please just take the money, we're sorry just leave us alone," she begged.

"Oh no, you had your chance but you chose to give us a fight, so a fight is what you're going to get. Although it's going to be pretty one sided but we don't mind that." With that the gang laughed as they started to gather closer to them. The woman screamed as one of the men hauled her up and held onto her.

"We'll save you for after we're through with him, Eric, you're up first...Eric?" The man turned to see what was keeping his friend but he wasn't there. "The hell did he go?"

"He was just here," another said.

Suddenly a muffled noise was heard as they looked up surprised to see their friend in a giant webbed cocoon with only part of his head visible, hanging upside down being supported in the air by several strands of webbing.

"Oh crap!" One of them knew what this meant. He took off running or at least tried to before a web line grabbed his foot and he was hauled up into the air with a yell.

"You know I take one little vacation and this place starts to go to hell. Well guess what boys?" Spider-Man landed among them as he quickly took the man that had been holding the woman and threw him against one of the alley walls. He webbed up the remaining man who was too shocked to do much of anything other than get caught in his webs.

"I'm baaaaack," Spider-Man said in a sing song voice. "Well four for four, all bad guys all wrapped up for when cops get here."

He turned to the two victims, "Hey you two okay?" He said in more concerned about them.

"Y-yeah," The man said as he looked up at the masked hero. He had always heard of this person but never really seen him in person. "I always thought you were taller?"

"Uh...well you know camera adds a few inches to you and all that," Peter scratched the back of his head. He was still growing but it's not like he was some six foot tall muscle bound hero like in the comic books. "Anyways you two have a cell phone? Okay good, call the cops so they can clean up and try and stay clear of the more nasty areas of the city at night."

He waved to them before jumping two stories up and started to crawl up the rest of the way up the alleyway wall.

"I can't believe that just happened," She said looking up at him.

"Yeah, but I'm glad that he's back at least." He told her as he pulled out his cell phone.

Peter swung away feeling better than he had in a long time. He had been helping people again and it felt great. Landing on a tall building Peter sat there looking over the city and he couldn't stop smiling. He was back, back to being what he should be and he knew it. This was something he knew he was meant to do with his life.

He sighed as he relaxed, tonight had been a good night. One guy stopped from taking a TV out of someone's apartment, two muggings, someone kid had been trying to balance himself on the ledge of an overpass as his friends cheered him on. Thankfully Peter had been there to prevent the kid from splattering on the ground below.

So yeah, all in all it had been a good night.

Peter was just about to move and do one last tour of the place before heading back home when a grey mist seemed to suddenly form around him.

"What the hell?" Peter looked around but he couldn't see much past ten feet in any direction. What really was confusing was that his spider-sense wasn't going off either. He paused as something about this was all too familiar. "Hey wait a minute, I know this mysterious grey nothingness."

"Indeed you should," Madam Web's voice was heard as she slowly seemed to come out of the greyness in her large webbed chair. "I'm glad to see that things came out well."

"Okay so I'm pretty sure I didn't hit my head and I'm not in bed so this is real right?" Ever since he first met this woman in a dream he had been wondering about her. This was the second time seeing her and he was pretty sure he was awake this time.

"In a manner of speaking," she told him cryptically. "We're talking together through our minds at the moment, don't worry you're body is safe I made sure of it before we started talking again."

"Okay, that's kind of freaky."

She smirked at him, "From someone that lives with two powerful telepaths? And yes I know all about them of course, I've taken great pains to avoid them especially Xavier."

"Wait, you're avoiding the Professor? Why?" Peter really couldn't see a reason this woman would hide from him he was a good man after all.

"It's mainly that it's best I not meet with him," she started to explain. "We both have our own roles to play out and our destinies are not intertwined."

"Again with this destiny stuff," Peter sighed in slight annoyance at this point. "In case you missed it I got my powers back from being electrocuted, not from some spiritual test as you told me."

"Are you sure?" She smiled as if knowing the real answer. "There you were, trapped and on the brink of death and filled with such doubt. But you remembered who you really were and what you really wanted in life, you also showed mercy and compassion towards a woman that meant you harm. You showed the traits of a true hero, to never give up and to be merciful to others."

"Do you think it was just coincident that you gained your powers just as you had started fighting for life just when you needed them the most?"

Peter was silent for a moment before finally speaking. "I think I hate you."

She only laughed at his replay.

"Seriously," Peter said deadpanned. "I mean I'm a man of science and now here you come giving me all this mystical stuff and it just makes me question what's what."

"Well then, let's put this matter aside then," Madam Web seemed to get a bit more serious. "You've passed your test but remember that the path of a hero is never truly over. There is a gathering storm Peter Parker and those closest to you will be targeted. Enemies that you will face time and again have gathered together. While the black hand of a King and a would be King of crime, beware the Queens for beauty hides evil."

With that she disappeared as did the mist.

"Hey wait! Oh come on you got to give me more than that!" Spider-Man shouted out into the night. "Man this sucks, why can't I get a mystical helper that doesn't give me such vague messages. Can't she just tell me what's going to happen?"

Silence was his only response.

"Great...just great," Peter sighed. "It's never easy."

**Next up Chapter 26: Gathering Storm**

**I want to thank everyone that actually takes the time to make a review for this story. It's you people that make me want to keep writing given all the time and work I put into this, you people make it worth it to actually take two minutes out of your day to review. **

**Also two ideas for more original plots hit me. I have never seen any good Spider-Man/X-Men Evo crossover story except for one years ago by the author who died before a sequel was put up. So I want someone to hear out a few ideas I thought might be interesting. **

**First, what if when Rogue runs away in that first episode she's in, she ends up in New York and ends up living with the Parkers much like Gwen Stacey did in Ultimate? After a few adventures the two eventually end up with the X-Men.**

**Second story idea is what if Spider-Man joined years after the final episode when they are all grown up like in that vision by Xavier? Just ideas that I hope someone can make a decent crossover story. Mainly these ideas are just more original then the usual stuff and I would try it myself but I got plenty of other things to try out. **


	26. Gathering Storm

**Sensational Spider-X**

**Chapter 26: Gathering Storm**

Norman Osborn had been a busy man lately, not only was there the running of his company but he was also dealing with issues with his 'partner' Wilson Fisk. Already the facility where they had placed the machine stolen from Magneto was up and fully running. They had to adjust for the power of the device as well as Dr. Essex making adjustments to it. Everything was ready to go with that, but they still lacked a test subject.

The device could be used to turn humans into something more, giving them powers that no normal human could ever obtain. But Fisk wanted it to be used to enhance mutants already and that took time. Essex claimed that the machine could now do both and Norman hoped the man was correct. There was just something about the man that made him feel like he couldn't trust him. Well Norman needed him at any rate for that side project. He wasn't sure what exactly was going on, only that the genetic samples taken from the brief time they had those students of Xavier's was involved.

It also seemed that the Kingpin had a small grudge against that group, Normal wasn't sure why but it wasn't too big, if it was they would all normally be dead by this point. It was most likely that they had inadvertently got in the way of Fisk's less than legal side of his businesses. They had all been preparing for the current project.

Norman was told (not asked since the Kingpin never asked anything of anyone) that Norman should meet him for a very special meeting today. So here he was, in Fisk tower going up the elevator for a meeting that he had no idea of why he had to be here in person. Didn't Fisk realize that he had a lot of work to take care of? Plus it wasn't like he could walk into that facility and work there first hand, not with Doctor Octavius there.

That was something that he still didn't like, the man's accident had obviously unhinged him. Plus Octavius had sworn to get even with Norman Osborn for his accident and having those metal limbs fused to his body. If that man had any idea that he was in fact still working for Norman, well it wouldn't end well for everyone involved.

But Fisk insisted that the man could be controlled as long as he thought that he was going to get the help he desired for revenge. Normal wasn't so sure and was already planning on dealing with him as soon as Octavius was no longer useful. Maybe after this project they wouldn't need him anymore Fisk had mentioned that he was looking for new investors. What type of investors that would throw in with this kind of project with men such as themselves had to be the kind that wouldn't even blink at what they were getting into.

Eventually he arrived at the top offices, the place was lavish as usual, marble floors that looked to be polished every day. The walls all decorated in the latest tastes, he went to great lengths to show off how important, rich and current he was. Norman wasn't sure but he suspected that the public history behind the man wasn't true this said to Norman that this was a man who had nothing and had gained everything and wanted to show the world he wasn't that person anymore. Of course that was all guess work, he wasn't suicidal enough to try and dig into the man's past. Others most likely have tried and when they dug too deep ending up digging their own graves.

He walked in to the secretary that let him in immediately, that was a small favour at least he wasn't being made to wait. He hated being called and then having that done to him, he did it himself to establish dominance before a meeting, to show who was in charge.

He walked into the large office and saw two women sitting there already. Both were attractive and both were like night and day. There was a blonde all dressed in a white female business suit that was cut to show off her figure in all the right ways without seemingly to be slutty. She was poised and held an air of superiority about her. The other with raven hair and a matching dress sat like a queen.

Normal could feel their eyes on him and knew he was being judged, normally he would be irked by that but there was something hidden behind those icy blue eyes and cold dark ones. He had a feeling that he should just get this over as soon as possible.

"Ah Norman, allow me to introduce two members of a very special organization that are going to be partners in our little program." Wilson told him sitting back in that massive and reinforced chair. "This is Emma Frost and Miss Selene."

He nodded to them both as he saw that there was no other chair, he was supposed to stand before them, yet another power play. "I see, I take it you want an update?"

"Among other things, please explain in greater detail to refresh our minds, as Miss Selene here was recently brought in." The Kingpin explained.

Norman took a breath before getting into it. "Basically we acquired technology that was being used to turn normal humans into super powered ones. The device scans the DNA of whoever is inside of it and with the help of special and very rare crystals which have unique properties. The DNA is bombarded with a type of unknown energy that can literally rewrite the DNA."

"The results are a bit random, it seems because each set of DNA is unique so is what happens to that person. Recently we've also been modifying it so that for mutants, it can enhance their abilities giving them even more power."

Selene raised an eyebrow, she had been told the basics about it but the man seemed very sure of himself. "Indeed, has this been tested yet?"

"No," Wilson stated before Norman could. "But that's one of the reasons I've asked you here. I know the reasons behind why your 'organization' is interesting in something like this, so I doubt that there would be any volunteers from your side. But I have plans to get someone that we could use. I wanted your opinion on the matter."

He passed a file folder to the women as they looked it over.

"Xavier's," Emma Frost said looking at the pictures. "That's fine but why do you need us?"

"I wanted to make sure that it was alright to use them for the testing. I wasn't sure where you had your fingers into and didn't want to take one of your pet projects by mistake." The Kingpin told her folding his hands together.

"You see Xavier will most likely be interested in gaining help from those that can help mould the political climate. If you're group was involved that would help pull him in. In fact I was going to invite Xavier and his prize students. Then I can have some of my people stage and attack and capture one of them. After that we can all watch the results first hand. It's then that you'll see what I can bring to your group."

Emma and Selene looked at each other in a silent communication was going on between them. Emma turned to face the Kingpin. "Very well, the others are getting a bit anxious to see where this could lead and it's good that things are moving along quickly now."

"I think this will be fun," Selene smiled a deadly little smile. "I think I'll want to watch the show myself. Do you mind if I attend the party? I'll want to see the subjects in person plus Xavier and his students have been getting a lot of attention. It would be best to see firsthand what they are like as I think one day they could be enemies."

Emma sighed, "I suppose I should attend as well, you are right that those youths could be problems one day. Plus I want to see firsthand what they are capable off when surprised. Shaw will want reports on them started up and this could be a good chance for that as well."

"Interesting," The Kingpin said leaning back. "Not even truly enemies and yet you're planning for future battles."

"Do you disagree with that?" Selene asked.

"Not at all," Wilson smiled, "I'm a man that can appreciate that. Norman, I think it's time to begin the next phase."

Norman nodded his head in understanding, "I'll see to the arrangements with that team we gathered."

**-Xavier's Two Days Later-**

Charles Xavier had been in his study going over the usual mail not that long ago. Paper work was one of the things he dealt with all the time personally. Sometimes he did wonder about getting someone to help out, at first he didn't because of the unique nature of his home that he couldn't have sought out a personal aid. Now that mutants were exposed to the world he doubted that someone might answer.

It posed no matter to him, after all, he was used to it and it gave him time to reflect. It was amazing the amount of money teenagers could use up. There were the monthly expenses, also he gave them all a monthly budget they could use. Given that some of them had no homes to go to, no family to help support them it was the least he could do. Even those that did, he still gave them the money for shopping if only so that their own families wouldn't have to worry.

Plus the expenses for the mansion and things like the X-Jet, Danger Room and other things like that were expensive. The jet especially, it wasn't easy retrofitting a military vehicle like he had, let alone getting a blackbird. Although the parts were starting to run out, he would have to look into a new jet in a few years time. But what broke him out of the usual paperwork was a letter from Fisk Industries.

Xavier paused as he remembered that was the company of Wilson Fisk, an industrialist and was known to work for many different charities. Intrigued he opened it as he read the contents. Apparently it was an invitation for himself and a few others to attend a function in New York. He had to admit that some nice exposure to the right people could help with mutant rights. Already there was a lot of political questions and turmoil being thrown around ever since mutants exposed themselves to the world.

He had been meaning to try and get some good PR not to mention make some contacts with a few people that could help with any political connections. By the look of the invitations he was even encouraged to invite his most promising students. Although it was a bit odd, with everything that had been going on this could be something that his students might enjoy. A night out at something like this could be a good experience.

Xavier would have to make some arrangements but he would have to call them into his office to see any of them would even wanted to go to this event.

Meanwhile in another part of the mansion two young people were having their own conversation as they wondered one of the large halls.

"No." Peter said again.

"But why?" Spyder whined as he followed him.

"I said no," Peter sighed as she had been bugging him for the past fifteen minutes about this idea of hers.

"But with these new powers I can go out with you now!" She said excitedly as she made a few phantom punches in front of her. "I could be Spider-Girl or something, I just need a cool costume and I could be your sidekick."

"Spyder I said that I don't want you out there with me like that," Peter told her seriously. He knew the pressure he felt to be Spider-Man but also the danger of it and how those that cared about him felt when he went out there alone. He wasn't going to put some fourteen year old out there with guys with guns. Being a mutant was dangerous enough for her as it was.

"Why not?" She asked him crossing her arms and pouting slightly.

Peter stopped and turned to face her, "Remember what happened with the whole Sirens thing?"

"Well...that's different, I'm stronger now and I got new powers. I'm faster, stronger and I can even bite people with my venom teeth, see?" She pulled her mouth wide with her fingers to show off her teeth.

"Yeah, I remember. Jamie been back to see Hank again?"

She scowled at him, "That was an accident!"

"Exactly my point, you still don't know what you can fully do since the change. Do you know just how fast you are or how strong? You don't have a spider sense like I do that lets me get out of the way of most dangers either. Plus I've been in lots of fights so I've got some experience." He placed his hands on her shoulders. "Look it's not like I don't appreciate the thought, I do. But maybe you should focus more on learning more about your powers and what you can and can't do."

"Trust me there is plenty of time for you to learn your powers better," Peter also hoped that by then she would have rethought about her plans. Honestly he really didn't want to worry about her constantly while he was out as Spider-Man. Plus it wasn't like Xavier would be too keen on the idea not to mention aunt May either.

Spyder grumbled but he did make sense, although she really didn't want to admit it at all to him.

"Look I-" Peter paused as he jerked his head to the side. "Man...I hate it when he suddenly does that sometimes."

"What?" she asked him narrowing her eyes.

"Professor X just called in his usual way, you didn't hear it? Well anyway looks like he wants to see me in the office." Peter shrugged.

Spyder levelled a look at him.

"What? I'm serious." Peter's spider sense didn't warn him fast enough before her foot connected with his shin. He gave a small yelp as he jumped back from her kick.

"If you're going to make up excuses use a better one than that!" She walked off in a huff.

"But I wasn't lying," Peter muttered to himself rubbing his shin. She really could kick a lot harder now, he was doing to have to make sure he was far enough away when she got angry in the future. So Peter limped his way to Xavier's office hoping this wouldn't take long, he planned to make a trip to the kitchen to get an ice pack out of the freezer for his shin before a nasty bruise formed.

When he got in he already saw all the adults as well as everyone on the X-Men team. He wasn't sure what was going on, the room wasn't tense or anything the only thing he could feel was a sense of confusion. Apparently no one else knew what was going on either and he was the last to arrive too. Boy did he hate being the last to arrive.

"Finally showed up I see." Logan commented.

'_Oh yeah I hate being late,'_ Peter inwardly groaned.

"Alright now that everyone is here I wanted to run something by you all." Xavier pulled out the invitation and placed it onto his desk. "It seems that we've been invited to go to a public function in New York. This is a very high class social event that we've been invited to it would seem."

"What do you mean 'we', I thought you were?" Logan asked him.

Xavier nodded his head, "Yes but I was also asked to bring alone a certain number of students. Apparently Mr. Fisk wanted to meet some of my students as well as myself at this event."

"It seems a bit out of the blue, but then again out of all the known mutants we are the most public face," Hank mused out loud to the room. "It's not like many other mutants have come forward or even those that are known, are not exactly the most friendly."

"Yeah I can't see the Brotherhood being involved in this," Scott commented honestly.

Evan agreed, "Yeah those guys would most likely cause trouble or worse Magneto can't see that guy ever being invited either."

"Exactly one of the reasons why I think we should go," Xavier spoke up getting everyone's attention. "Public outlook on mutants isn't all that great at the moment. I'm hoping we could improve on the image of mutants with this. There will be plenty of influential people there and it is my hope that we can show them that mutants are just like anyone else. That there is nothing to fear and to show that we are just people all the same."

"That sounds like a good opportunity," Jean thought about what the Professor said. "We can lay the ground work for a lot of positive feedback for mutants."

"So like, we're going to some major party to talk with these people or are we just to show up because I'm not sure how confident I am about all of this." Kitty was a little nervous. This was something major, it wasn't like a high school dance or anything it was a major event. There would be people there that owned whole companies, politicians and who knew what else. There would just be a lot of important people and it made her feel a bit nervous.

"I don't expect it to be totally easy for some of you but I feel that I should give you all a chance." Xavier said gently to them all. "Yes there might be some pressure but I believe that if you only act yourself then you'll do just fine. Just be natural and try to be on your good behaviour and things should work out."

"Well you can count me out," Logan said flat out. "I'm not one for these kinds of things besides someone should stay behind and make sure the other kids don't start getting into trouble here again."

"I might as well stay behind too," May told them. "I'm not one for these fancy affairs and I agree with Logan. There should be some adults left here with only a few of you going, plus with all the children here you'll need at least two people to look after the mansion."

"You sure aunt May?" Peter asked.

"I'm sure, besides I don't like large gatherings with strangers, never did when I was younger and I sure don't now." She told him honestly.

"Well then, the rest is up to the rest of you," Xavier looked over those in attendance.

There was some talking and discussing, some were even asking if they could bring dates. Kitty was hoping Lance would at least want to go with her, Kurt was wondering if he could get Amanda to go. It would certainly be something to show her and given the kind of party her parents might not mind her going to New York for it. But he would have to get in touch with her and she would have to ask her parents of course. But besides that, in the end Ororo and Hank agreed to go, Hank needed a little convincing since he was still a little unsure to go out into the world as he was.

He could go out like Kurt did but in the end he felt that if people were to accept mutants, they had to learn to accept all kinds of mutants and in a way he needed to accept himself. Since they had figured out who were going and who were staying Xavier told them they would have a few days to get ready for it.

"Oh my god we so need to get some good clothing, I mean we can't show up in our usual clothing right?" Kitty asked the group.

"The only good clothing I got was that dance and I think there is still a rip I found in the jacket." Scott mused after the whole dance that hadn't gone all too well.

"You all might want to look into getting something fashionable," Xavier agreed that a good presentation couldn't hurt. "Tell you all what, I'll pay for a new set of clothing as this is a formal affair so I don't expect you all to pay for this as I am asking you all to attend."

"Oh we so have to go out shopping together for something really great," Kitty said now totally excited any worries long forgot at the prospect of getting a new and possibly expensive dress.

"Do we have to?" Rogue sighed.

"Come on it should be fun," Kitty told her friend as she looked at Jean. "Come on Jean we can totally get something great."

"It could be fun," Jean admitted to them plus it would be nice to get a really great dress she could wear for special occasions later on. She did like her yellow dress from the last dance but someone more high end would be nicer to have.

"I guess ve all vill have to," Kurt thought about his own clothing it was okay but he really wanted to make an impression with Amanda if she could go with him.

"Well looks like we all will be a little busy for the next few days," Peter smiled. "But if you all excuse me there's an icepack with my name on it."

"What happened to your leg?" Rogue asked finally seeing him limp slightly.

"Never get someone angry that can really kick hard within kicking distance of you," Peter said cryptically as he went off to the kitchen leaving a confused room behind him as he did.

**Next up Chapter 27: Party Crashers**


	27. Party Crashers

**Sensational Spider-X**

**Chapter 27: Party Crashers**

It had been an interesting few days for the students of Xavier's, everyone that was going had been getting ready. Currently in her room Kitty was looking at a nice pink dress with shoulder straps that had part of her back exposed. It had looked so cute that she just had to buy it for tonight. She looked herself over, her hair was no longer in the usual ponytail but more loose. She hoped that it was good enough but you never knew, this was her first really high class party. It had taken her a long time to convince Lance to go to this, she really didn't want to go by just herself but he hadn't wanted to go as he wasn't one for these kinds of events.

It took some pleading and eventually she managed to work him down to caving in. She just hoped that he got a good new suit and not what he wore to the dance. Not that it had been bad but this was something big and they should all put in a good example. After all, they were going out to show the world what mutants were like. A knock on her door got her attention.

"Come on in," Kitty called out to see Jean walk in. Kitty had to admit, sometimes she felt very underdeveloped in comparison to the other girls, Jean in particular. She felt tiny as she was one of the smallest girls and she was one of the older ones. That slightly annoyed her, she also felt a bit 'flat' as well some times. She tried not to think about it but when mostly every girl was larger than you it was hard not to notice at times.

Jean was in a red dress with some black trim that really showed herself off, her long hair was in a high ponytail this time as well. Kitty really felt kind of plain standing next to the taller redhead but she pushed that away. She had plenty of things to be nervous about tonight anyway.

"You look really nice Kitty," Jean smiled down at the younger girl.

"Thanks, you look awesome I bet Scott will love it," Kitty grinned as the red head blushed slightly.

Jean had hoped that Scott would like the dress she did have him in mind while picking it out after all. "Come on let's go see if Rogue is ready."

The two walked to the girl's door and knocked, they could hear some muttered cursing. Jean gave Kitty a look as the girl placed her head through the door. Soon her entire body disappeared through it and Jean waited a moment before the door was opened on the other side. She walked through as Kitty closed it behind her and saw Rogue trying to get the back of her dress zipped up.

"Dang stupid thing, why did ah agree ta this?" Rogue scowled as he hands in vain clawed at the zipper.

"Here let me help," Jean told her as she zipped up the green and black dress.

"Thanks," Rogue sighed it was a bit tight but it wasn't unbearable at least. She smoothed it out and looked at herself in her mirror. The usual makeup she wore was a little reduced mainly she wore green eye shadow with matching lipstick. She couldn't really do much with her short hair other than slick it back like she had it when she was doing her Siren thing. But the job she did do she liked, sure it might not match up to what most people would be wearing there but she didn't care about that.

"Gawd I hate heels," Rogue said as she shifted a little on her feet. She was used to boots but the others had convinced her to try heels. It had taken her all day to get used to them and her feet still hurt slightly. A whole night of wearing them was going to be torture.

"I told you that you should have practice more," Kitty giggled. "I don't wear them much either but they look great with your dress."

"I wonder if the boys are ready," Jean asked them.

"Most likely," Kitty told her as they got Rogue and headed to the stairs. They were right the boys were there and looking good. They had some new clothing for the event, even Amanda was there talking to Kurt excitedly. Apparently they had been able to convince her parents to let her go as Kurt's date. He was ecstatic about the whole thing. She had been helped by the girls for a nice blue dress.

Peter looked up and had to admit, he felt a sense of déjà vu as he saw Rogue walking down the stairs. She looked great just like when they had gone to the dance last semester. Actually she looked even better now. She saw the way he was looking and he noticed her cheeks slightly flushed a bit although she tried to hide it. He always found it cute when she tried to hid things like that. Although he was sure that his own face was showing exactly what he was thinking.

"Alright everyone is ready, I say we get this party started," Evan spoke up.

"Remember to stay on your best behaviour everyone," Ororo said looking very stylish in her own gown. She wanted everyone to take it easy as they had never done anything like this. It could be a very positive experience for them as well.

"I'm really nervous about this," Amanda said softly to Kurt as everyone was starting to move outside to the limo that Xavier used. "This is a lot bigger than a dance or something."

"Yeah tell me about it," Kurt grinned as he felt to the holowatch on his wrist. He really hoped nothing happened to it, he was still nervous about showing himself naturally given he had hid from the world his entire life. He felt her arm slip around his and looking into her chocolate brown eyes he felt the warmth and support she had for him in them. He felt himself relax a bit as he moved a bit closer to her.

The drive was a long one it seemed but everyone made the best of it. The limo was filled with nervous excitement, there was the usual talk of who they might see and hopefully see people that were famous as well. By the time they hit the city everyone looked out the windows to see where they were going. They ended up at Fisk Tower, a large building in the downtown area. They went to the underground parking lot set aside for the guests which was a good thing as it gave them some privacy.

Everyone got out, Xavier was last since he needed help with his wheelchair for moments like this but he never let it show that it bothered him. He was used to this kind of limitations by now after all. They went to a set of elevator doors with security there, they were checked off the guests list and let inside. It turned out to be a large elevator as they all could fit and road on up. The party was on one of the top floors. When the doors finally opened at their stop they were assaulted by sounds.

They moved out into an open area with servants with trays walking all over the place, there was a large open balcony on the far end, a large ice sculpture, a live string band it had the works. Everywhere they looked people were dressed in clothing that cost more than the their entire closet and the clothing they had in it. The open area they were in also seemed to have some of the reporters who were there, they too were dressed but not as fine as the others. There were a few with cameras there as they all turned to see who the new people that walked in.

One familiar face in particular smiled to greet them as she rushed in to be first.

"Professor Xavier, I'm surprised to see you here." Trish Tilby said to them. "It's been a bit since we last met."

"Ah miss Tilby so nice to see you again," Xavier smiled at her shaking her hand.

"I didn't know you were invited to this party, then again there usually are surprises at places like this and looks like the biggest one just walked through the door," she was already working the angle of how Xavier and some of his people were invited to this party. Could this mean that Fisk was pro-mutant? If so that would have a lot of pull with others.

"Yes I received an invitation by Mr. Fisk and I thought it would be best to come as he took the trouble to inviting us." He replied.

"It was no trouble at all," A deep voice broke into the conversation as everyone turned to see almost literally, a mountain of a man walking up to them. It was amazing a man of his size had silently walked up to them. He was dressed in a fine white suit with a walking stick in one hand and was just as bald as Xavier it would seem.

Although where Xavier seemed to give a sense of openness, calm and intelligence this man seemed to give a sense of power and dominance even with a charming smile on his face. Xavier reached up and shook the man's hand without hesitation.

"I'm pleased and grateful for you for inviting us to this function, Mr. Fisk." Xavier told him.

The large man waved it off, "Don't worry about it. I'm a philanthropist and after seeing the reaction to mutants I've been thinking about it. You and your school is a prime example of how things should be done. The world needs more education about this as we hardly know anything about mutants. I myself am personally interested in getting to know you Professor, I've done some research on your thesis on mutation."

He grinned at the sitting man, "I bet no one in the world ever guessed that your thesis was written by a man that knew firsthand about mutations in humans."

"Indeed, I'm surprised you found that, it was a long time ago and I thought people had forgotten about it." Xavier was pleased someone read his work in the science world. He hadn't written anything public in a long time ever since he started his school but it was nice to know some people still read his old work.

"Tell me are you still working on anything?"

Xavier nodded, "Yes I am, given light of my recent experiences and with the help of a colleague Mr. McCoy here," he nodded to Beast. "I've had a few new works I hope to publish when they are finished."

"Anyone know what they're talking about?" Evan whispered to the others.

"Xavier is a real professor Evan," Scott said silently back to him. "He's actually had some books and thesis published when he was still in school and a few after."

"Really?" The boy asked surprised to hear this for the first time.

"Evan we have copies in the library," Jean scolded him she herself had read them all a few times herself. They were very insightful to mutants after all.

"So Mr. Fisk," Tilby smiled up at the man. "Does this mean you're pro-mutant?"

"My dear mutants are just people when you get right down to it. I believe everyone should have a chance. Besides it's a new world we live in and I for one will want to be on the ground floor of it all." Fisk told her. "Anyways there will be enough time for questions later, first I think it's important to introduce you to the rest of the party."

As soon as they entered the main part of the party they could tell all eyes turned towards them. Some looked on with obvious and some not to obvious disgust or surprise. There were some stares, with many quickly whispering to their companions.

A few of the smarter ones saw them walk in with the host of the party, these were the ones that knew which side to be on if they ever wanted to be in the good graces of their host. It wasn't a good idea to snub the guest of the host after all. And given how he had only walked them in with all smiles and acting like he was old friends with Xavier, it was soon getting to be obvious to everyone that these were his guests.

"I can introduce you to a few people I know here that you might find interesting," Fisk said pleasantly.

Xavier nodded his head, he wasn't sure what to expect from this man when he arrived. But he seemed open and welcoming to them. Xavier could also feel that the man was guarding himself well but Xavier made it a point never to enter a mind without permission unless it was necessary.

As they made their way through two very beautiful women came into view. A blonde in a white dress and a dark haired woman in a dark dress, both garments were of the highest quality.

"Ah please let me introduce two women that I've been working with recently." Fisk told Xavier. Although he hadn't lied, the women had wanted to meet Xavier to see him face to face after all. He just hoped that nothing happened to ruin the plan. He didn't check his watch but he knew that if his men were using the time table he set up, they would soon be setting up.

"This is Emma Frost and Miss Selene," He introduced them.

"So your this Xavier we've heard so much about," Selene stated to him. She looked at them with dark eyes that tried to be friendly but for some there was something unsettling about the woman. She had this air like she was an empress and the world was hers to do with as she wished.

"Charmed to meet you all," Emma said in a neutral tone taking a small drink of some champagne she had with her in a flute glass.

The two women were the amazing kinds of beauty that most people only dreamed of, they seemed to stand tall and almost as if they stood above the world. There was a strange sensual calling, but one of a siren, a dangerous allure. It was typical sin and sensuality that they seemed to give off to the world. Promising pleasures but at a price you might not want to pay for. Eyes were drawn to them, and it wasn't totally lost on a few of the males in Xavier's company.

"Hey Fisk, nice party you got here!" A voice called out to them all.

Fisk visibly winced as though pained as everyone turned to see a man in a fine suit with two lovely ladies hanging on each arm and a drink in one hand. He had neat dark hair and a goatee as well as he seemed slightly drunk already.

"Mr. Stark, I didn't know you were here." Fisk had thought the man was out of the city when the party was created now he would have to have a word with his security personnel.

"Oh you know me I love a party," Tony Stark told him and looked around the group. "Ah more interesting people, I've seen you on the news fighting a giant robot. Not one of mine I assure you, I've never make something so cheap and obviously faulty. Stark Industries puts quality above everything else after all."

"Oh and who are these lovely ladies?" Tony grinned at Selene and Emma Frost.

Emma sighed she never did care for Tony Stark. The man may be a genius and head of a one of the biggest companies of the world. But his life style was so unrefined that Emma found him more of a child in a man's body. "We've met before a few times Mr. Stark, I'm the head of Frost Enterprises."

Tony thought about it, "Where you the blonde that left her shoes at my personal boat, the one that left that lovely necklace at my place, or left her...well a certain and very erotic piece of clothing in my car?"

"None of the above," Emma said coldly.

"Pity maybe later then," Tony looked to the others not noticing the slightly angry look on the faces of his dates as they disentangled from him and moved off. He looked at them go and shrugged it off, more single women were around.

"Mr. Stark?" Kitty went up to the man feeling a bit shy but she had always wanted to talk to him. "I was wondering, I mean, I totally read your theory on repulsor technology but I didn't understand, how can you get such energy without overheating?|

Tony looked at the short girl with an interest. Most people couldn't follow his work let alone a young teenager.

"Yeah I've also wondered, if the force is equal to the energy put out how to you compensate for the thrust it generates?" Peter asked him. "I mean a laser wouldn't have that kind of issue but a repulsor is more physical than energy."

"Oh yeah that's a totally good question too Peter." Kitty brightened up as she went into her more 'geek mode' when talking about technology. And this was the Tony Stark, the man was amazing with what he came up with. Even Kurt's holowatch, the technology in it came from Stark Enterprises. Meeting him was something she never thought she get to do. It also didn't help that he was much more handsome in person.

Now Tony was very interested, "Well you two seem to be very up to date on things, I'm surprised you two keep up with that kind of thing. Would have thought that you'd be more interested in things that I was at that age," he grinned and noticed that the two did have dates. The boy with 'Kitty' seemed to be eyeing him in a way he had seen before. Overprotective boyfriend it would seem, the girl with 'Peter' defiantly would be a major looker in a few more years.

"Well then, it seems that your students live up to the name," Tony smirked. "I seem to be getting a little bit low here on my drink, how about we talk more on a refill?"

Rogue sighed and rolled her eyes, she knew Peter would jump at this and she couldn't blame him but it meant she might have to go along with it. Sure she loved Peter, but when he started up with the science talk she just tuned it out. It was way above her head, why did she have to fall in love with such a major tech geek? Well she knew the answer but it was a small price to pay she guessed.

She cast a look at Lance who looked less than pleased, for also being roped into this and a slight case of jealously with how Kitty was gushing at the man. That might be trouble later on, but then again she had caught Lance looking a bit too hard as the chests of those two women Fisk introduced.

Everyone started to pair off and move among the party goers, since they should mingled after all. Ororo stayed by Xavier and Hank's side with Fisk. Jean and Scott went looking for refreshments, Kurt and Amanda went off together to look around. Evan went to the food. Rogue sighed it looked like she was going to be bored for a bit. Honestly she didn't really care for this, this wasn't the kind of party she wanted to go to. It was just too dull for her taste and the music wasn't her type either. She just hoped that the night would go by quickly, plus her feet were starting to ache in these damn heels already.

**-Nearby-**

Outside the building across the street on top of another building a group of villains had gathered, the group of villains that the Kingpin had assembled where there waiting for the right moment. They were told to wait for the mutants to arrive and then they were to let them relax and get their guard down.

"Well they are there but how much longer should we wait?" Hobgoblin asked as he looked through his binoculars. The masked criminal didn't like to wait too long plus it was boring to just wait like this.

"Just a bit longer," Doctor Octavius told him his mechanical arms shifted into a way that made a chair for him to sit in. "Let them think everything is alright before we arrive."

"Do we know which one to take?" Sandman asked the others leaning on a wall. "Personally I could care less which one but maybe make it someone we can take."

"Not sure myself, what do you say Shocker?" Rhino asked his sometimes partner in crime.

The suited man shrugged, "Not sure. But I wouldn't want the telepaths, they could be trouble."

"One of them was supposed to move through solid objects and another was a teleporter I think too," Sandman said remembering the briefing they had about the mutants that were at Xavier's. They had read up on all of them, at least what was known about them. Only a handful was here but it was hard to remember them all.

"The girl in pink and red are the telepaths and phasing," Hobgoblin said as he had memorized the briefing. It paid to be informed after all but they did make a good point they should pick their targets more carefully. "Okay so they're out, so is baldy. The woman can control the weather, big blue might be easy to get. Not sure which is the teleporter, he's supposed to be some blue kid with a tail. There seems to be two I don't remember from the files either."

"Might leave them alone then since we don't know who they are," Doc Ock put in his two cents. "If we figured out who not to take then we should just grab one and the first one of us to capture a mutant we leave."

"Works for me," Shocker said. "Man how come Fixer got to stay behind?"

Rhino shrugged, "Said something about last minute checks on that thing we stole."

"At any rate I'm eager for a fight," Hobgoblin then grinned. "Not to mention being paid. The last job was nice but the pay for this is pretty good too."

"Yeah this is a sweat gig," Rhino nodded in agreement. "So how much longer?'

"Give it a little more time I'd say, then you can have your fun," Doc Ock told him.

**Next up Chapter 28: Villains Attack**


	28. Villains Attack

**Sensational Spider-X**

**Chapter 28: Villains Attack**

Rogue had to admit the party was going well, sure there were the stares, the looks, and of course people suddenly turning and talking in quiet voices. But she had learned to live with that just by being a high school goth, she didn't care personally what others said about her. Although she was surprised to have people actually coming up to her and talking to her, that was a little odd.

Peter was back with talking to Tony Stark with Kitty, given what those three talked about was way over her head she decided to just take to the snacks on a very long table. Just looking at the stuff made her think that the some of the food cost as much if not more than her dress. She wasn't even sure what some of this stuff was supposed to be.

"I'd try the black stuff here," Lance said nearly making her jump in surprise. "It seems good," he took a cracker and dipped it into the stuff and took a bite.

Rogue looked at it, small ball like things was pretty much what it was made out of. Now that was something that looked familiar. "Lance, do ya know what that stuff is?"

"No idea but it's not bad like I said," he told her taking another bite.

"Ah think that's caviar," she told him and saw the blank look. "Fish eggs."

He paused in mid bite and looked at it, "Well...I thought it tasted good..."

She just rolled her eyes, maybe she should have waited for him to take another bite before she told him, it might have been funnier that way. She crossed her arms and looked to where Kitty was with the others. "So, ah take it y'all couldn't take all that science talk either huh?"

Lance who had tried to hide the bit he didn't eat among the other dishes, shrugged. "I get enough of that stuff in school. Listening to them go on and on about all that stuff just gives me a headache. Although I wish she would stop drooling over that guy, seriously what is with him? I've seen him hit on several women already and I think he got a few numbers."

Rogue smirked a bit, "Oh? Y'all just lucky that Kitty didn't notice ya looking at those women that Mr. Fisk introduced."

"They were wearing dresses that practically showed off their cleavage, how could I not notice?" He tried to defend. Hell those two women must have had the most perky and amazing breasts among all the women here and weren't afraid to show it.

Rogue gave him a levelled look which said how stupid that was, "Well as for Mr. Stark, you got ta admit he's got a lot going for him."

"Name one thing."

"He's famous, rich, smart, handsome, confident, do ah have ta go on?"

Lance scowled at her, "I said _one _thing." The only consolation he had was that there was no way Stark was going to put on any moves on Kitty. Well real moves, the guy seemed to flirt with any female but at least he wasn't doing anything that might get him put into jail by trying to pick up a minor.

Kurt was with Amanda as they walked around the room, they were a little unsure and Kurt felt a little intimidated. He was thankful for his watch tonight because he still wasn't comfortable with going out in public. Amanda's hand in his own was a constant comfort for him. He looked at she looked around the room gently pointing out people she knew who were famous for some reason or another. He picked out a few himself but his eyes usually returned to her. She looked really great tonight, he was glad that she could come.

Not only because he could use the support but also because it let them go out and do something special. Although they had been dating for a few months now, he really wanted to make some of them special if only to show her how he really felt. She was so beautiful and not just on the outside, she looked at him and didn't see a monster like most would. She had seen beneath his blue fur and he loved her for it.

Amanda noticed him looking, "What? Is there something on my face? Please tell me there isn't." She used her free hand to gently check just in case. In a room so full of important people she didn't want to be remembered as 'that girl with the thing on her face' for the night.

He only smiled and took her hand gently, "It's not zhat, I just am glad zhat you came."

She smiled back at him knowing the meaning behind his words. "Of course I'd come with you, never think that I wouldn't."

It was a bit later and Peter had finished talking with Tony Stark, it was kind of amazing to be able to talk to someone as famous as he was but also that he could talk to someone about the things they had. It had been pretty enjoyable and he had learned a few things as well that Peter knew he wouldn't have learned anywhere else. Kitty had gone to find Lance, so he was looking for Rogue to see how she was doing.

He noticed a few of the others starting to mingle, Hank seemed to have found a small gathering. Peter moved by close enough to see they were talking about some kind of author and his works. Honestly it was a bit culturally over his head, but Hank seemed to have gained some attention. Personally Peter felt like he was listening to a scene from Fraiser.

He quickly found Rogue, not like it wasn't hard, she stood out naturally with her looks and how she kept strangers at arms length. So she was by herself looking out one of the large windows. She saw his reflection walking up behind her and cast a look behind her.

"Done with ya talk?" She asked slightly bored.

"Yeah, sorry about that," He told her standing next to her. "It sort of just got out of control. One moment we were talking about one thing and then got to another and another after that."

"Ah'm not mad or anythin', it is good that ya got at least someone ta talk about this stuff with. Ah know that you talk mostly with Beast about this kind of thing." Rogue did feel a little bad that she couldn't talk with Peter about all this science stuff. It wasn't that she wasn't smart, she just wasn't Peter smart. He took things to a whole new level with brains. It was one of the things that they just couldn't connect on, kind of like her and horror movies. She preferred stuff like that while he preferred comedies and sci-fi.

At least they had some similar taste in a few things, but at moments like this it was just something she bet every couple couldn't see eye to eye on.

"Yeah well that's over with," Peter smiled at her. "Now you got me the entire time since I'm all scienced out for the night."

"Ya sure about that?"

"Scout's honour," he told her smiling.

She gave him a look as she thought about that, "When were ya ever a scout?"

"Never, but the principle should be the same so don't sweat the small details." He told her only to see her roll her eyes, although he did see a bit of a smile on her lips. He always did like to see her smile but his own dropped as he felt his spider sense going off like crazy. He quickly turned to the window and his reflexes kicked in. He grabbed Rogue and threw them to the floor just as the windows were smashed in.

It all happened so fast that no one was sure what happened at first, but then the Kingpin's men came in. Hobgoblin had taken advantage of the high ceilings and had flown in on his glider. Sandman had used himself to create a large bridge from their spot to the now open area. Doctor Octopus, Rhino, and Shocker all jumped off as Sandman reformed himself behind them. There was lots of screaming as people ran around confused and afraid.

All but three people who were well in the back as they slowly moved out of sight.

"Well they certainly have a flair for the dramatic," Selene said sipping her wine glass at the sight.

"I admit they aren't the most subtle people I have but they should get results." The Kingpin told her. "I take it you'll help run interference?" He questioned Emma Frost.

She nodded her head as she was already concentrating she had been building up a low level telepathic field around the area. Nothing that would be noticed at first but now she just had to raise it up. It wouldn't last forever, not with Xavier in the room, but the plan was for him to be taken out quickly. This would just hit him with the equivalent of a mental stun grenade going off in the room. She was being very careful the he couldn't tell who it was coming from.

He might be the world's most powerful telepath, but Emma Frost made up for the difference in power, by being more sneaky and underhanded. In an instant she attacked with her mind like a snake striking its target.

When the attacked had happened, Xavier was caught by surprise as he had his mental shields that all telepaths learned to keep up to help drown out the noise of other people's minds. But he was also accustomed to being attacked. He saw the individuals entering the large ballroom and he was going to try and shut down their minds just long enough to make them fall unconscious. He was so focused on the obvious threat he couldn't react in time when a strong physic assault blasted his mind.

He cried out in pain as he clutched his head, although he didn't know it, Jean was also experiencing the same pain as she fell to her knees. The Kingpin's men knew their briefing on the targets, they had been told the most to expect and they knew the first ones to target.

Hobgoblin noticed that Xavier was pausing for some reason, a good opportunity he figured as he threw a small pumpkin shaped bomb near him. The small explosive sent Xavier off his chair and landing several feet away. He felt the impact from it as his body ached in pain, his ears ringing from the blast wave as he was finding it hard to focus.

The X-Men however were soon getting back on their feet as they were trying to regroup from the surprise attack.

Scott was with Jean as she was in pain for some reason, looking around he quickly decided on a course of action. "Lance, Kitty, Kurt I want you three to start getting people out of here!"

"What? Why the hell am I doing that?" Lance yelled over the crowd.

"Because you can't use your powers in this building," Scott shouted back at him. "You'll cause the building to collapse so just help get people out to the exits so we don't have people in the way."

Lance didn't like being told to stay out of a fight, but he had to admit that if he did try to use his powers he might just cause this skyscraper to fall. He remembered how he had caused his old school to partially to collapse and that was back when he barely could control his powers. Gritting his teeth he got people up and forcing them as best he could to the nearest exit.

Amanda although shocked quickly grabbed onto Kurt, "Why can't we ever have a nice time together?"

Kurt sighed knowing the feeling, he had been enjoying it too as he grabbed a random other couple and teleported them away a few floors down. He quickly returned to grab as many people as he safely could and return them to the others. Kitty did the same only with phasing herself and others through the floor to return the same way. Only she was a bit slower given that she had to go through the solid materials of the building to get back up. It was tricky as she couldn't really see all that well when she was inside a wall trying to find her way up.

Scott saw a large man in a rhino costume coming at them, he had to protect Jean long enough for her to get over whatever was happening to her. He looked right at the man as he was charging them, his hand going to his watch. He wished he had taken his visor with him but this would have to do. He had to be very careful as he had no control with the idea he had. When the man was close enough he pushed the button that turned off the special function of his watch. The power nullifier turned off and Scott's optic blast went full force as it slammed into the man sending him flying back.

He quickly turned it off not trusting to keep it on just in case, not with so many people around them.

Peter shook his head as he pulled himself up as well as helping Rogue as he looked around. He was surprised to know some of the men attacking them. He mentally cursed himself for not having any of his web shooters or a spare costume with him but he never thought he would need either of them. Then again he remembered that he was supposed to be a 'mutant' and he could fight. He wasn't used to fighting without a costume that it felt a bit strange.

Rogue was more used to it, although she was slightly angry that the new dress now had a rip in it. She had just got it and now these people were ruining a nice time out. She picked up a chair that was laying on the floor. With her enhanced strength she threw it at the Hobgoblin, the chair flew through the air like a bullet as it struck him and smashed against him. He fell from his glider as it flew into a wall.

Hobgoblin groaned as he pushed himself off the ground, he had no idea what had blindsided him but it had been pretty solid and his left side hurt from whatever it was. He had just got back onto his feet when some girl with a white stripe in her hair threw out a punch at him. He blocked it but the impact was a lot stronger than he was expecting as he lost his footing. That girl didn't look like much but she was hitting like a heavy weight boxer with those punches. He managed to deflect her next punch and sent a kick to her midsection.

Although he fought with weapons, he had known how to fight for years. Although as soon as she went down another boy jumped out of nowhere and his punches were even stronger. The boy was moving fast and he was agile as hell. The girl was back and he knew he was in trouble he placed his hands up and activated a small device hidden in the gloves. Blinding lights came on as the two teens were stunned by the light. He took this advantage as he punched the girl hard and then kicked the boy although even blind he somehow managed to dodge him.

Evan was trying to throw his bone spikes at the one with the metal tentacles, Hank was with him as he was grappling with two of the arms trying to get closer to the man. Hank roared as he tried to get through the tentacles as Spyke was distracting him. He managed to get in close but just behind he could attack, a tentacle wrapped around his waist and threw him into Evan. Two of the tentacles picked up an ice sculpture at the two of them.

Hank picked up Evan as he rolled them both out of the way as the ice sculpture smashed and shattered against the ground.

"Jean are you okay?" Scott said taking his eyes off the battle to look at his girlfriend.

"I think so," Jean rubbed her head, her brain felt like someone had stuck a cattle prod into it but it was slowly getting better. "Someone hit me with a psychic attack."

"Can you tell which one?" Scott look over the men, things were not going well. With three members of his team dealing with the people, the rest were slowly being overrun by these men. They had to do something quick and he could use Jean's help.

Jean did a quick mental scan but she couldn't tell, there was so much going on that it was tough getting any kind of reading. All these minds screaming out in panic and fear it was like trying to run through hip deep in mud. She did notice a man with an yellow suit looking at them.

"Scott!" She pointed out Shocker as he raised his hands and sent a blast of vibrated air towards them. Jean did her best to put up a mental wall between them but her mind wasn't completely focused, she had only partially deflected the sound wave. She had never tried to stop anything like this before she was more used to solid objects that she could see. So the blast hit them sending them flying back a few feet.

Scott landed wrong as his watch got damaged from both the shockwave and being slammed into the hard floor. He hadn't noticed until he opened his eyes to feel his powers blowing a hole into the ground. He quickly shut his eyes but nearly feel into the hole as he felt something grab him.

"I got you Scott," She told him as she held out her hand, using her powers to pull him up and next to her. She noticed his closed eyes. "Scott, what happened?"

"The watch," He felt around the device and could feel something wrong with it. "Damn it, I think it got damaged."

Jean knew that without the watch he couldn't open his eyes safely, which meant that they were in more trouble as she had to cover them both. She saw the Shocker trying to blast them again when she thrust out her hand sending a powerful mental blast at him instead. He flew back into one of the tables but was slowly getting up.

Storm had seen Xavier fall and had rushed over to him her way was blocked as a wall of sand stopped her. It quickly formed into a man, well partially a man, and his bottom half and arms were still sand as his arms formed into large hammers as they tried to slam into her. She managed to avoid them as she sent a strong gust of wind at him, blowing the sands away. She wanted to use more of her powers but in such a space she couldn't do much.

Half the people had been evacuated but there were still people in small areas stuck between the battles and the exits that Kurt and Kitty hadn't gotten to yet. She lifted herself into the air on wind currents hoping to get a decent shot out with lightning. She had to be careful where it went as she normally did. She saw the man in the rhino suit was going after Jean and Scott, Jean looked to be holding him back but it was putting a strain on the young woman. He was a very large man, almost as big as Juggernaut in fact.

Storm sent a bolt of lightning from her hand to hit that opponent but he wasn't that effected by it, the hard suit he was wearing took most of the shock it seemed. She was about to do it again when sand suddenly surrounded her. She was being encased in sand it stung as it started to wear on her exposed flesh. She couldn't breathe as every breath would only take it into her lungs. It felt like she was being buried alive.

At that thought she started to panic, she couldn't stand the thought of small places and being buried alive only brought back horrible memories of when a building fell on her, trapping her in the dark. In her panic she sent a huge gust of wind around herself. She blew Sandman all over the room, for him it was very disorienting. He couldn't really 'see' when in sand but he could feel himself being pulled in all kinds of directions. It would take him time to literally pull himself together.

For Storm she fell to the ground breathing heavily, she was shaking as she tried to keep the trauma from her childhood from engulfing her mind. It was such a hard fight, she could still smell what it was like being trapped in that building, with the smells or smoke, bodies and concrete. She could feel the tears on her face but still she knew that they were in trouble. Slowly she started to pull herself back together focusing on the others, on their need for help to help give her the strength to pick herself up.

Doctor Octavius had moved to another fight, he saw that Hobgoblin was being double teamed and was starting to struggle. He had counted off just how long they were at this, it would only take time for the police to be called and a few more to respond. The last thing they needed was to be chased by the police while kidnapping a mutant. They couldn't do this for much longer so it was now time to pick someone and go with it.

He figured on either the boy of the girl, he remembered the girl was supposed to have issues with how she touched people, it wasn't too clear on it but with his metal tentacles it would be easy to hold her. With his arms he lashed out as Peter, although Peter was great at dodging even he had his limits. He was caught up with Hobgoblin when his spider sense warned him of more danger he hadn't expected four metal tentacles slamming into him from different angles.

Peter felt the blows as he sent to the ground, Rogue was worried and tried to make for a kick at Hobgoblin to get over to him but Doc Ock had other plans for her.

Rogue quickly found herself being wrapped up in metal tentacles from behind, she tried to break them but they were too strong, although her encounter with Venom had given her enhanced physical abilities, they weren't superhuman and that was something she would need to break free of this.

"Let meh go!" She yelled at the man holding her.

"I don't think so my dear," Doc Ock told her looking around. "I have what we need, I believe it's time to go before things get more complicated with the authorities surely on their way."

"How about just a bit more time?" Hobgoblin asked him looking at the fallen Peter reaching for a new weapon.

"We have what we need, there is no need to keep this going, Sandman, I think we need an exit."

"Fine with me," Sandman had just pulled himself back together and he didn't want to do that again so soon. So he created another sand bridge for them as everyone that couldn't fly, which was everyone but Hobgoblin, were using it to leave.

Peter shook his head as he slowly got up. He then saw that Rogue was being taken and yelled out as he ran towards them. Shocker noticed him and used his gauntlets to fire a shockwave of vibrating air to the ceiling he didn't want any of the mutants following them so as the ceiling caved in it would get in the way of anyone following them. Peter jumped back just in time to avoid being crushed. By the time it ended the sand was being pulled away, he still rushed to the broken window and he figured that if he could just jump enough, he just might make it.

He prepared to jump but his spider sense kicked in again as he heard the jet propulsion of the Hobgolin's glider coming back. He had to avoid the small bomb being thrown at him. The blast threw glass and pieces of the building everywhere but Peter was lucky to avoid most of it. Mostly he felt a few stings against his side from where he had dodged to but it was okay, he had had worse. He quickly ran back to the gap and saw it was now too far for him to jump. They were already on a building on the other side of the street and making their getaway.

Peter clenched his fist in anger, he couldn't believe this had happened he had let them get away and they had Rogue. They said something about coming for what they came for, was it for Rogue or just one of them? This was the second time a group tried to kidnap them, was this linked to that time? Was it the same person behind that incident was also behind this one?

He had no idea but he was sick of this kind of thing happening, these were his friends and them being targeted was not only old, but he was pissing him off. Rogue was out there and he would find her and god help anyone that got in his way.

"Peter!" Jean called out to him as she was helping Scott move around. "Are you okay?"

"Yeah, but they took Rogue," He said seriously.

"We'll get back to the mansion, we can use Cerebro to help find her," Jean told him.

"Yeah and then we'll go there and get her back," Scott told him just as angry that someone had been taken again. He too was thinking that this was happening too much. It definitely felt like someone was targeting them for some reason but he couldn't see what the reason was. "first let's see how everyone else is."

The Kingpin had to admit that things had gone on better than he had hoped, he had made plans in case they hadn't but was thankful he wouldn't have to use them. "Well my dears there we have the opening, now all that is next is for you to see the results of the device." He said in a low tone to the two Hellfire Club women.

"It was certainly a flashy opening," Selene smirked. "Not to mention informative about Xavier's people. Although I would like to see the next phase as the party seems to be over."

"I have a limo waiting downstairs to take you to the secured location were the experiments are being done. You can leave at any time, but I'll have to stay here and pretend to be the victim of this whole affair."

"Attacking your own party and showing outrage that such men would do such a thing?" Emma said. "You certainly have a flair for distractions and illusions."

"My dear you have no idea," He smiled remembering how he had played Magneto for a fool. Black Cat was now in so deep that Magneto still didn't know he had a spy in his inner circle. Now it was time to help with the X-Men. He would act outraged and offer any help he could he wanted to be someone that they felt they could trust and turn to. It wouldn't be the first time the whole city thought he was just a generous wealthy businessman.

That's how he worked, through either force or intimidation with underhanded tactics or through generosity and money he could worm his way into almost anywhere. If Xavier could trust him, then he might be able to use them at some point in the future. He never let any kind of opportunity escape him after all.

**Next up Chapter 29: The Experiment**


	29. The Experiment

**Just a reminder to everyone that Tony Stark is NOT Iron Man in this series, this is about the young X-Men remember, so this is a younger Tony before he was Iron Man. **

**Return of Spider-X**

**Chapter 29: The Experiment**

Rogue was not happy and it was understandable why, she was currently sitting in a metal cell of some kind in only her new dress, which was now ruined. She looked at the few rips in the clothing, it might be repaired but honestly she was just pissed about the whole affair. Why did all her major dates ended up being ruined? First date had been a total wash with what happened at the school gym, or the Brotherhood and now this.

Plus what was with them getting kidnapped? This was already old for her, so there was nothing for her to do but just sit around in this cold cell until whatever was going to happen to her happened. At least the single bed wasn't too bad but still she couldn't even tell what time it was. There were no windows and only a single light in the room. She felt tired so she had to have been awake for awhile now, maybe a few hours or so?

Thinking back she remembered how she had been taken from the party, those cold metal tentacles wrapped around her as they moved over the city. She had no real idea where they had taken her, she wasn't familiar with New York so she had no idea which direction or where in the city they had gone. To make things worse it was night so for someone in an unfamiliar area that was even more disorienting. You can't make things out as well in the night, even in a city that always lit up, at night.

Plus she had been struggling and was being carried like a piece of luggage the entire way hadn't helped. The next thing she knew she was being taken into some kind of building, it looked like the back of a small garage only with an actual secret elevator inside of it hidden in the floor.

She used to have such a normal life, well compared to it now, before her powers kicked in. Now she was living in a mansion with a jet hangar, a training room with deadly objects and fought crazy people with powers. Yeah there were upsides to it all but it was times like this a more normal life wouldn't be bad, at least she wouldn't have to worry about kidnappings anymore.

She huffed and blew a piece of her hair out of her face. She knew the others would be looking for her as soon as they could but it was the wait that was killing her. Then again if she had had a normal life she would be freaking out about now instead of strangely calm...well okay she was pissed and just keeping that in check, but at least she wasn't freaking out.

Still the only thing she could do was wait, when Magneto had kidnapped her at least she had been unconscious in a tube along with some of the others when he was picking the best of the best for that floating asteroid thing. She never did question how something like that could float or how he was able to bring a whole asteroid down with no one noticing. She sighed as she tried to plan out what to do, unlike that time she now could at least think of an escape plan.

She could try and jump them when they entered her cell, there was only a normal size metal door, only one of them could enter, she was faster and stronger than she looked and if there was only one she could easily lock the door behind her and make a run for it. If there was more than one, well she would have to think of something. Looking around she didn't see anything that would help her. There was just a bed, a toilet and a sink and all were pretty much bolted to the ground.

She had tried to remember how she got in this place and she thought she remembered the right path. So, first escape from her cell and then make a run for the exit. She had already tried to contact Xavier with her mind as she mentally shouted as much as she could to see if he was scanning for her. So far no luck for some reason, either he couldn't find her or he couldn't contact her, both were not good for her.

So the only thing she could do was plan and wait for her chance and hope that the others could find her and were already on their way.

**-Xavier Mansion-**

It had taken nearly an hour for the X-Men to be let go by the police when they had shown up, there were questions and more questions. Fisk had stepped in at one point to point out that it was his party attacked and one of them kidnapped and the police should be after the actual criminals. Tony Stark stood up for them as well saying that if they needed a good lawyer he had a dozen on speed dial.

The police let them go after they got some more statements as it was a rush to get back to the mansion. The entire way there had seemed to take forever for them. Scott had to be led the entire way as he had to keep his eyes closed the entire time. Others were dealing with slight injuries but nothing too serious.

When they got back everyone went on to something, Kurt took Amanda straight home as soon as they got into Bayville. They entered the mansion to mostly everyone being asleep, their arrival woke up a few people and from the state of their clothing they had a lot of questions to answer.

"Damn it," Logan being one of the few up heard their entire story. "That's it, from now all of the kids will start wearing tracking devices!"

"Logan," Storm asked him to calm down.

"What? I'm serious it sure as hell would make them easy to find when stuff like this happens." Logan looked to Xavier. "So what's the plan then?"

"I'm going straight to Cerebro now," he replied as he moved to the secret elevator that led to the lower levels. "If she's out there then I should be able to find her."

"Alright, sounds like a plan," Logan looked to the others, "Alright everyone get suited up, Parker I mean the team suit."

Peter nodded as he ran up to his room undoing the buttons on his shirt as he moved to his room. The others moved just as well as Jean was helping Scott up the stairs.

"How are you doing?" Jean asked him as they slowly made their way up the long stairs to the second floor.

"I forgot what it was like to be dependent on my glasses and visor," Scott said feeling helpless and hating it. He really didn't like this feeling, ever since he had to wear something over his eyes he felt the weight of them not only on his face but on his life. He felt that he would always see the world only in various shades of red but when Peter gave him the watch he had forgotten what it had been like. He could feel Jean's grip on his arm as he counted off the steps.

No one knew it but first day here he had an accident when his new glasses had fallen and he couldn't find them. He had a spare in his room but he had been on the first floor when that happened. Scott had always been good with his surroundings Xavier had said that he was gifted with a keen sense of spatial awareness. So after that accident he had taken a full day to get to know every inch of the mansion.

He knew that at the moment he was five steps from the top, turn and go twenty feet and he would be at his door but he left Jean help just in case. He still felt anger from everything and that could mess things up, he just was so frustrated that he had been caught so unprepared and Rogue had been taken. He was supposed to be able to adapt to a situation and yet they had been beaten. If no one had gotten hurt he might have let it go at that but not from something like this.

"Scott it will be okay, the Professor will find her and then we can go and get her," Jean could feel Scott and what he was going though, being this close to him it became so easy to tell.

"I know," Scott said through gritted teeth. "But that doesn't change how I feel."

Jean knew that Scott always took things personally especially when he felt like he had failed everyone, he put so much weight on his shoulders that sometimes she worried about him. He took charge of so much and although he was a good leader and would only get better as time went on. A small part of her worried that one day he would take too much and it would break his spirit.

'_Well__I__won__'__t__let__that__happen,__'_ Jean thought as she got Scott into his room. She watched as he walked to his dresser and pulled open the top drawer, missing everything in his room.

Scott found his the spot where he kept his red glasses and a spare visor just in case. Given that the mansion had been attacked before he wanted it on hand from now on without going into the basement levels. Placing it on he finally opened his eyes, the familiar red world came into focus as he looked at the ruined watch on his wrist. Had he really been taking this for granted or had the device become a crutch for him?

It was something he would have to think about but not now, he took the watched off and placed it on the dresser for later. He turned to Jean his face set into a stern expression.

"We got caught unprepared from a sneak attack, I think it's time we returned the favour when we can."

Jean smiled and nodded good to see Scott focused more on the mission and not on his failures.

In another room Peter was sitting on his bed half dressed in his Spider-X uniform, he pulled on the top as he saw the white spider design on it with the legs forming a modified X pattern going to his shoulders and his sides to be mirror on the back. He never really used this much outside of training but now he was going to rescue Rogue as part of the team. If he got the chance he was going to figure out just who these guys were and maybe get closer to finding out if this was linked to the previous time something like this happened to them.

Looking at his web shooters he wanted to make sure everything worked, there weren't going to make any mistakes and if they had hurt her in any way, well then they would soon learn to regret that.

**-Kingpin's Facility-**

In a more comfortable area of the facility, both the Black and White Queens of the Hellfire Club were lounging in comfort. It was more glamorous than the rest of the facility, very comfortable couches, music playing, a large expensive table with other such expensive items and decorations. They were certainly comfortable as Norman was there to keep them company and to keep their wine glasses filled.

Although it had been awhile since they arrived and they were soon getting bored with waiting. Norman tried his best to keep them occupied and he wasn't bad at it but a social meeting wasn't the thing they were here for.

Emma sighed and rubbed her temple again, ever since entering this facility her mental powers had felt numbed for some reason.

"Okay that's the ninth time what the hell is wrong with you?" Selene asked clearly annoyed from the waiting and Emma.

"I can't feel anything outside of the room and it's starting to make me feel uncomfortable." Emma explained.

"Ah that would be the special shielding we have installed," Norman explained for her. "we gained the technology that shuts out telepathy. We wouldn't want Xavier picking out his students with his device. From what we know it can track known mutants and I would think that he has special programs to track the mutant signatures of his students. As far as he's concerned he shouldn't be able to find her here."

What Norman didn't tell them was just how they got all this information, which was thanks to the Black Cat and her over the months stealing secrets from Magneto. It was easy for the thief to access Magneto's files now and then and copy certain technology or information. They didn't know how exactly Cerebro worked but they got the basic theory behind it from Magneto.

He was also surprised that Black Cat had managed to get information on how Magneto's helmet worked it was the basic idea of it that Norman himself had altered to be used to shield this facility from telepaths.

Finally after what seemed like forever Fisk came though a set of double doors.

"Sorry for the wait ladies, the police were being a little too much trouble to slip away until just now." The Kingpin said showing slight irritation from it all.

"It's a shame you had to actually stay behind for that," Emma sighed as she stretched slightly.

He nodded his head, "Yes but slipping away before the police would have attracted a lot of unnecessary attention. Because I believe that Fixer and Dr. Essex were using the time to calibrate the machine for our guest."

"So can we finally get this show on the road?" Selene stood up slightly annoyed from the waiting. "I'm long lived but that doesn't mean my patience is just as long."

"Of course," Fisk nodded as he took a control and pressed a button. A section of the wall removed itself to show a large thick piece of glass. They could see a large metal room filled with computers, science equipment, cables and in the center of it all was a large metal chamber of some kind.

"The glass is one way so you don't have to worry about any of my men seeing you," Kingpin added as he pressed a small intercom on the table in front of them. He knew that Norman was nervous about this as Doctor Octavius was still after him, blaming the man for his accident.

"Are we ready?" He asked as his voice boomed in the chamber below.

Two men were there, one the villain for hire and all around tech expert, the man who called himself Fixer. Another was a man in a lab coat with dark hair and a beard as he was working the controls of a computer set up. This was Nathaniel Essex a world class leader in the science community who headed several fields of study, yet nothing much was known about the man personally. Something the Kingpin always felt odd about when he had looked into the man's past and the lack of what he found.

It seemed complete on the surface but there were odd irregularities that his people couldn't account for, at any rate the man was worth it as he had been very instrumental in this project.

Both men looked up at the mirrored surface and nodded.

"We're done with the fine tuning," Essex stated. "We are ready for the subject."

"Excellent," Kingpin called for some of his men with another button to get the prisoner and bring her to this room. It took some time but eventually Doctor Octopus was bringing the struggling girl who was wrapped up in one of his tentacles.

"Well she seemed to be in fighting spirits still," Selene mused smirking at the sight. "So what happens if this works and how will we know if this works?"

"There should be a notable change to her." Norman answered as he watched the rest of the men Kingpin had gathered. "Plus this is what they are all for, if she's too dangerous we can still find out her full change from an autopsy, which we plan to do in the end anyway. If we can keep her alive for study we will until she is no longer of use to us."

Selene nodded as she approved of their precautions and looked forward to the show.

"Get off a meh!" Rogue shouted as she tried in vain to get out. Her plan to jump the one who came for her had failed, there had been at least three of them and she hadn't gotten far. Apparently they had been ready for her just in case she tried something. Now she was being carried into some kind of room that really gave her a bad feeling. Nothing good was going to come from this place and she looked for some kind of way to get out of the trouble she was in.

"I'm opening the device now, please make sure she's strapped down," Essex said from his controls as he worked the computer set up there.

There were unlocking sounds as the chamber slowly opened and a table came out at an angle, it slowly changed to be level with the ground horizontally. Rogue was carried over to it as she was forced onto the table as tentacles and hands gripped her ankles and wrists as they forced her into position.

"Damn it this girl is really starting to piss me off," Shocker said struggling to get her wrist into position where a manacle was there that would keep her secured to the table. Rogue was a lot stronger than a normal girl her age so he was surprised when her wrist slipped out of his hands and her fist connected with his face. He cried out falling back as a few of the others laughed.

"Getting beat up by the girl huh?" Hobgoblin grinned at the villain.

"Shut the hell up, if I remember she was kicking your ass too remember!"

"That's because we had to get one of them alive, if we were allowed to kill a few of them well things would have been different," Hobgoblin told him as Rhino stepped in to use his massive strength to secure Rogue's arm.

Finally they had her on the table and there was no getting out for her.

"What the hell do y'all want with me and what is this thang?" Rogue yelled out.

"Oh you'll find out," Shocker smirked behind his mask. "Hey will this hurt her?"

"Most likely." Fixer shrugged.

"Good," Shocker said locking eyes with the girl as he felt his jaw where she had hit him. He was going to enjoy hearing her scream if it did, he would have to find some ice for his jaw after all of this.

Rogue felt her heart pounding in her chest, she had no idea what they were going to do but from the sounds of it, she really wasn't going to enjoy it. She tried to test the locks on her but they were all pretty tight. There was the sound of machinery starting up as the table was pulled into the chamber. She tried to be calm but the truth was she was scared, she prayed that the others would come that Peter would make some kind of last minute save.

But when the camber doors closed she soon found herself in darkness and knew it was too late. A powering up sound was heard as green light was starting to fill the chamber.

"Powering up the device now," Essex said as he read the readings on one of the monitors. "Levels are good and we are starting to process now. Energy building up...everything looks green...starting the process...now!"

He hit a final button as the inside of the chamber green light started to bombard Rogue with the special energy of the crystals they took from Magneto. The device was based on the same machine that Magneto once had on his asteroid only slightly changed. Still Rogue felt like someone was shoving needles into every nerve of her body and injecting liquid fire. She screamed out as her body thrashed, it was the worst pain she had every felt like her whole body was being torn apart, put back together and then having it happen all over again as super speed.

"So how long will this take?" Selene asked not bothered at all by the young woman's screaming.

"It shouldn't take all that long actually." Fisk told her.

"Seems pretty painful process though," Emma sighed as she wasn't sure she wanted to go through something like that for just the possibility for more power.

"We're sure we can tweak the process," Norman assured her. "This is our prototype phase, once we get a better understanding and a few more test subjects we will adjust it to make it easier on those going through it."

"I should hope so," Emma stated flatly.

Essex looked at the readings he was getting from the test subject, everything looked to be going well enough but then suddenly error messages started showing up. He double checked and it wasn't the equipment there was something wrong with her. He rescanned her body and something was different about her.

"I'm getting an anomaly in her," Essex said out loud to those watching. "I'm not sure what it is but...there's something in her body a foreign substance is in her body and it's being affected by the process."

"An anomaly?" Norman asked himself as those in the observation room took notice of what the doctor had just said. Norman looked puzzled as he wished he could see what was on the screen, there shouldn't be any kind of thing like that inside of a mutant and she was a mutant. They had done their research and she was one of Xavier's students. Had they missed something and picked the wrong student to kidnap?

"I'm adjusting for the deviation," Essex said as Rogue's crying out stopped. After a few moments the process seemed to have ended. Essex wasn't sure what was exactly in the mutant but it was unlike anything he had ever seen before. He was sure to save the data and sent it to his personal work station, it was something he wanted to look more into later when he had the time. Now he wanted to see what the experiment produced.

He was excited to see the results, this was a marvellous little device and little did Kingpin know that he had helped developed this technology for Magneto. He had hoped to get valuable data from when Magneto had used it but when Magneto's base had been destroyed by the X-Men it had all been lost. Now he had firsthand account of what he needed to see if he could use this technology for himself for his own experiments.

The chamber slowly opened as the table came out with what looked like an unconscious Rogue on the table so far she didn't look any different as Fixer took a scanner and passed it over her. So far he could tell that she was still alive and all her vitals seemed to be levelling out. There didn't seem to be any major problems with her.

"Looks like she's okay," Fixer told the others.

For Rogue her mind was in a fog, the last thing she remembered was some kind of blinding pain and then nothing. Slowly she was coming around, she could hear voices but not make them out. She thought that her body should be in a lot of pain but strangely she was starting to feel better. It was like her body was feeling lighter. She opened her eyes as the world started to come into focus for her again.

"Looks like she's awake," Fixer said looking down at her. "No noticeable changes to her that I can detect."

"Careful," A voice Rogue couldn't see from laying on her back. "She might be dangerous we have no idea what changes happened to her."

Rogue's eyes widened they did something to her, she remembered going into the chamber and they were doing something to her. She felt the rage building in her as she wished she could just punch that guy leaning over her body. She flexed her arm and tried to struggle, so it was a surprise to everyone, including her, that the metal restraint holding her down tore apart like it was made of paper. Her wild swing caught Fixer as it sent him flying.

"Crap looks like she's a lot stronger now!" Shocker yelled out as everyone got ready.

"I'll handle this," Rhino grinned as he walked towards Rogue.

Rogue had broken free as she looked at the broken metal she wasn't sure how she was able to do it but she would think on that later, maybe now she had a chance to get out of here. She gripped the table and pulled it free as she hurled it with blinding speed at Rhino who staggered back. He looked pissed as he ran at her as Rogue kicked with her legs to jump out of the way.

At least she planned for a jump, her body went up and it wasn't coming back down. She saw the ground go away as she felt her body slam into the metal wall.

"Ow...wait..." Rogue blinked she should have nearly dislocated her shoulder from that kind of impact against a metal wall but she had hardly felt anything. Looking down she also saw that she was still in the air, she was floating and she had no idea how to get down. Rogue saw all the surprised looks from those below her.

"Someone stop her!" Fixer yelled out as he was slowly pushing himself off the ground.

In the observation chamber everyone had seen what had happened to Rogue and the Hellfire members were impressed the device had worked. Now they were just going to see how this played out, but regardless the device showed its merit and both women looked at each other as a silent agreement was formed. No matter what happened next, Fisk had shown the Hellfire Club that he had something that could be of worth to them.

He was quickly showing that he could be soon be a member of the Inner Circle, now they would watch and see not only how this was dealt with but also they wanted to see just what this girl was now capable of doing.

**Next up Chapter 30: Escaped**


	30. Escaped

**Return of Spider-X**

**Chapter 30: Escaped**

Rogue had no idea what had happened to her or how she seemed to be floating in the air, but at this moment she wasn't really questioning it. She figured that thing they put her in was part of the reason but now she was going to worry about getting out of here. By the looks of everything they were just as surprised too bad they didn't seem to stay that way.

"Someone better get her!" Fixer yelled out as this snapped everyone out of their surprise.

Rogue cursed under her breath as those damn metal tentacles came at her again. She felt them starting to wrap about her but this time something was different. Before she could feel the metal crushing again her flesh but this time it felt like it was hardly even doing that. She could feel the weight of them, how hard they were but they felt more like they were just holding her. She flexed her muscles and found them actually pushed back for once.

She grinned as she easily got out of their hold, she grabbed them and tried to see just how much stronger she seemed to be. She twisted her body and to everyone's surprise she managed to swing Doc Ock off his feet and slamming him across the room. Rogue thought that she could seriously get used to this. She wasn't sure what happened to her but she was getting a pretty good idea of what she could now do.

Kicking off the wall she aimed herself to the ground by that machine. She landed on the hard metal without much of a problem although she did notice the dents in the floor she made with her hands and feet. Something she would have to work on later she guessed. Well first she wasn't sure what this machine was going to be used for but she wasn't going to let it be used again. Sure they most likely could make another but at least it wouldn't be easy for her.

"Someone stop her!" Essex called out when he saw what she was going to do.

It was too late as Rogue's hands gripped the machine she grunted with effort as she ripped it out of the floor, metal shrieked as it was torn as cables were snapped with sparks from electrical discharges. She gave a war cry as she threw the machine as hard as she could. It flew out and slammed into what she hoped as something important looking. It smashed against it as it broke and destroyed the wall.

"Wow, that was actually kind of cool," she said to herself surprised by her own strength. That thing had to weigh in at hundreds of pounds and she lifted it like he was only thirty to her. She wondered if she was as strong as Peter now or more so.

Her thoughts were interrupted when a blast of sonic vibrations slammed into her body. Now this she felt, especially when her inner ears were affected by the vibrations and her vision swam slightly. Rhino took advantage of this as she ran forward and slammed into her body. This time she really did feel some pain as his invulnerable suit slammed into her body. She flew into one of the walls as her body hit the floor.

She slowly tried to push up but felt a giant foot slam into her back with so much force she was sent to the floor below her. She cried out as she hit the ground again.

"Okay...ow," Rogue looked around and saw lots of power cables and other equipment. It looked like this was some kind of power room for the floor above her. Now this gave her an idea.

"You think she's still alive after that?" Sandman asked as he looked into the hole.

"Not sure I hit her pretty hard," Rhino shrugged as he looked down. "I don't see her though so not likely."

"Well time to be sure then," Hobgoblin grinned, "Hey what's below us anyway?"

A massive explosion shook the floor beneath them as alarms started to go off. Then a large piece of machinery flew out from the floor under them. Rogue jumped out of the larger hole and landed before them. She had tried her best to trash as much as possible and from the alarms and the fires she saw that had been starting below her she had a pretty good idea she might have done enough damage to really cause a lot of problems for them.

She figured she had done enough it was time to see if she could get out of here. Crouching down she jumped as hard as she could straight up. She hoped this worked as she really didn't know how to fly yet so she just thought really hard about going up. She closed her eyes as her arms covered her head out of instinct as she went through roof after roof. Going straight up she had no idea how many levels she rocketed up but she did noticed when she stopped feeling herself slam into something.

Opening her eyes she noticed that she was outside, looking around it was still night but she was outside. Feeling the cold air against her skin caused her to look down.

"Ah gawd damn it!" Rogue screamed out as she looked at her dress, it was completely shredded. Going through the metal floors hadn't done anything to her skin but the clothing wasn't as durable. It was holding on by sear will power in some placed by the look of it. It was a total right off and now she was really pissed. She had really liked this dress too hell it was the only dress she actually owned.

Knowing that worrying about a dress was not something she should be worrying about but she just couldn't help it. Looking around she could see that she had no idea where she was. Just as she had thought in her cell, there was no way for her to tell where she was currently or which way Bayville was. So she just picked a direction and went with it, hoping to find something to help her out.

There was no way in hell she was going to street level, not dressed in rags, hell some of her underwear could be seen. Plus she wasn't really sure how to fly, at the moment she was moving but she was still trying to figure out her control. As long as she didn't slam into a building she was fine with that but she had to hurry. It wouldn't take them long to try and go after her.

Back in the facility in the special room where the Kingpin and his guests were, the large man was looking down at the damage with a grim expression on his face.

"This was not in the plan," He muttered to himself as Essex was trying to get control back.

"Well this certainly got entertaining," Selene grinned, "But it looks like the little pet ran away."

Kingpin went to the intercom and yelled into it. "Get after her, Hobgoblin keep her in your sights everyone else get out there as he'll lead you to the girl. Do not let her get away."

The gang of criminals quickly went off in different directions as the Kingpin next opened communications to Essex and demanded to know what was going on.

"I'm afraid that the girl has done too much damage, I can't stop the fire as she broke the water pipes on her way out, there's no water pressure anymore. This place will soon go up in flames and there's nothing we can do about it."

The Kingpin did not like that and it only left one alternative, "I suggest you leave then, go to the backup facility and be sure to get all the data before you leave. I will not have this be a total waste of time and resources."

Fisk scowled as he opened a panel on the wall it was a computer panel as he punched in numbers and pressed a button. "Ladies and gentleman, I believe we should leave. I just set the auto destruct to make sure no evidence is left."

"Most likely for the best," Emma said getting up and adjusting herself slightly, "The fire will most likely cause the local area to notice. However besides the fact you let the girl get away, this did show some promise. I'll report everything to the Black King and he'll be in touch, although if we do continue with this partnership the next time I suggest better safety precautions."

The two Hellfire Club women left as Norman and Fisk walked together to the nearest security exit. Both of them wondering if the deal with the Hellfire Club would still be on or not after all of this.

In another part of the facility Dr. Essex was making his way to his personal lab. He was honestly surprised by the data he had seen about the girl and was wondering what it could be in her body. There had been trace amounts of something unusual that he had never encountered before. It was certainly interesting and was something to look into later. But first he had to save the data and if possible his special specimens.

He noticed Professor Miles Warren was already working, that was good, the man was both intelligent and didn't need to be told what to do. Someone Essex could work with and maybe if he was trusted, would help with a few side projects later on.

"I have all the data so far," Mile said pulling out the removable hard drives and placing them into a special carrying case. "It looks like Fisk has plans to make sure nothing might be left of this place."

Essex looked to the two tanks there in the room and the two forms growing in them. "Do we have time to bring them along?"

Miles thought about it before shaking his head. "No we only have time for one, it takes too long to properly keep the tanks working while mobile and we only have enough time to get one of them to the transport truck in the loading area."

Essex was not happy to hear that but he let it go with a sigh of disappointment. He could afford to be patient so he needed to figure out which one was something he needed. He could always make another later after all, he knew where to get more source material.

"Well take this one," He started work on disconnecting one of the tanks and getting its internal life support system up and running. "Leave the other one we can always try again later."

"It's a shame," Miles said helping out. "This is the first time I've gotten to actually use my theories in human cloning in a practical fashion. To leave one behind..."

"Don't worry. There will be plenty of time later to work on more projects like this." Essex grinned.

**-Xavier Mansion-**

Deep underground Xavier had been trying ever since they got back, to locate Rogue through Cerebro. The cold metal cap on his head connected to the computer that helped him to focus his powers in ways he couldn't have done on his own. It was a miracle of science that something like this could even work but for some reason he couldn't pick up rogue anywhere.

He had started with New York and had been focusing in that area, he figured they couldn't have taken her that far but without sensing her he had been slowly expanding the search. It was very taxing to be hooked up like this and using his powers non-stop for this long, in fact he had totally lost track of any time by this point. He could see mutant signatures all over the New York area but none of them were Rogue's.

Xavier wasn't sure how they were blocking his scans but by now he was certain that whoever was behind this was. That meant that they knew about his abilities or guessed at it. Could it be someone with ties to the government? After all they had searched the mansion pretty thoroughly and he was certain some pieces of equipment had been stolen than destroyed.

Either way things weren't looking good.

He was about to take a moment for a break before suddenly Cerebro alerted him of something. A new mutant signature showed up. He ran a scan but was confused for a moment. The scan read as only a partial match to Rogue which was very odd, there shouldn't be any partial matches once he programmed someone's information into the computer. He reached out to the mind and felt the familiar sensation of it.

'_Rogue?'_

'_Oh god Professor? It's meh, Ah've been tryin' ta contact ya for hours now!'_

'_Easy Rogue, what happened and where are you? You seem to be moving quickly.'_

'_Yeah Ah'm flying over New York.'_

'_Flying?__' _Xavier quickly asked permission to scan her recent memories to see what was going on as it would be easier this way. He saw her imprisonment, putting her into some sort of machine and her new abilities. He also saw that she was still running from pursuit and was lost in the city.

'_Rogue, I want you to head to Central Park.'_

'_Where is that?' _

Xavier checked her location with Cerebro,_ '__Head__ west...to__ your __right, __keep__ heading__ that __way __and __you__'__ll __see __it.__The __X-Jet __will__ be__ there __as __they __are__ already __on__ route __to __New __York.__'_

'_Ya still knew ah was in New York?'_

'_No but it was the most likely place to start looking for clues they should be there soon Rogue, I'll inform them what to expect but try to keep hidden if you get there first.'_

**-New York-**

"Easier said than done," Rogue muttered. For the past few minutes she had been trying to get rid of Hobgoblin, at least that was the name those others called him. That stupid glider thing of his was always on her tail plus the guy kept a lot of weapons apparently.

She knew they would go after her but she had forgotten that one of them had some kind of flying machine so he was the first to catch up to her. She moved as best she could, given that her flying was still uncontrollable. Hobgoblin didn't have that issue as he knew how to fly with his glider so for Rogue it was hard to avoid him or his attacks. She felt something slam into her back and heard the explosion as she rocketed through the air. She landed and rolled on the top of a building, instincts honed in the Danger Room screamed at her to keep moving and not to stop for anything.

That exploding bomb he had thrown stung something fierce as she forced her body to move. It was a good thing too as another explosion happened just where she had been. She felt the force of it but she managed to keep her footing

"I got to admit girl, I didn't think you'd be able to survive one of those," Hobgoblin reached for razor sharp bat shaped weapons. "Let's see if you can get cut."

He threw three of them as Rogue tried to dodge she felt something hit against the skin of her shoulder. Looking she saw that it only looked like an angry red mark but it hadn't broken the skin. Looking around she tried to find something she could throw at him, preferably something heavy. So far she was out of luck.

She might be able to rip something out of the roof but if she missed it would fall to the streets below her and she didn't want to kill someone by accident. She watched as he circled back for another pass, well if she couldn't find something to use again him, then she would use herself. Crouching down slightly she got ready to aim herself as he came back closer.

She saw him getting ready for another attack so Rogue kicked off like before. She aimed for his gliders hoping to at least take that thing out. Hobgoblin however saw it coming and corkscrewed around her in the air.

"You're really going to have to do better than that," he laughed throwing another bomb at her. She felt the explosion as it caused her to fly off in a different direction. She slammed into a brick building and found her body slightly imbedded into the structure. Rogue pulled herself out easily and tried to move again.

'_Oh__ crap __which __way __to__ the __park?__'_ she had just realized that she had gotten turned around. _'__Damn__ it __ah __can__'__t __tell __where __I__ was __goin__' __with __it __all __dark __like __this.__'_

Rogue picked the direction she thought she was going and went on, she could have tried with Xavier again but she was too focused on getting away at the moment. She managed to twist out of the way of another attack. Rogue looked to see where he was going when suddenly she was engulfed by sand. A huge amount slammed her into another roof as she shut her eyes and kept her mouth shut.

She tried to force herself out but she felt sluggish like she was in water only this was weighing more on her. If she had been a normal person she might have been crushed by the weight of all the sand on her body. She suddenly realized that her lungs were burning for air, her body might be pretty strong but it still needed air to survive. Rogue tried her best to fight the natural panic that was rising up in her.

It was a natural reaction when air was cut off, her lungs wanted to breathe but if she did they would get filled with sand. She had to think fast though, the longer this went on the more frantic she would get, Logan had taught them about fear and reactions and how they could work against you.

She swung out with her arms trying to break free but it just seemed to move around her. Rogue managed to roll at least onto her hands and knees. Slowly she got her legs under her chest and with as much strength as she could muster she kicked straight up. She broke free of the sand as she took a large gasp of air and looked down.

Below her Sandman reformed into a more human form as he looked up at her, he hadn't thought she could have done something like that. He had been trying to just smother the girl but even his sand couldn't hold back that kind of force easily. The others started to arrive as well, Doc Ock was moving up the side of a building thanks to his arms. Thinker was flying a large open aircraft of his own design that was holding the rest of their little team.

Rogue cursed as she tried to fly away, this was getting ridiculous at this rate as she tried to get to Central Park, but each time she tried going one way, one of them would show up and get in her way. She was also finding out that she could still get tired as she could feel the sweat on her skin from all the exertion she was putting herself through.

"Come on guys," She said under her breath. "Where is that last minute save?"

**-X-Jet-**

In the skies nearing New York the X-Men were on edge as Xavier gave them an update on Rogue. They were all glad that she was okay, well that she had escaped at least but that she had something done to her and was apparently flying now was odd. Peter now in his Spider-X suit was wishing this jet could go faster. Well it could, but if they broke the sound barrier over a city it would cause lots of trouble, just from the windows shattering alone could cause lots of harm.

Still, his leg was fidgeting as he was eager to get out there and get Rogue back.

"Okay everyone," Scott spoke up to everyone seated on the aircraft. "we're going to land in Central Park, if Rogue isn't already there we'll go to where she is."

"Hey not that I'm complaining," Bobby spoke up raising a hand up. "But I'm not one of the X-Men so why did you bring me?"

"Because last time we weren't prepared and this time I'm making sure that we are," Cyclops said with a tone of authority about him. "There is a guy there that turns into sand, so I figured that your ice powers would be the only counter we might be able to use. Storm can make it rain but only if we're outside and it's a more general area attack."

Cyclops looked to Wanda as well, "That's also why you're here too, we need all the fire power we can get so we need you with us on this one."

Wanda didn't say anything but just nodded her head. She was eager for a fight for once she was sick and tired of people attacking them. Maybe if they attacked in force for once it would make other people think twice before messing with them again. She was enjoying the peaceful life at Xavier's and all this kind of crap was really pissing her off. But she had learned to temper that anger lately, it was hard for her but she was working on it.

Right now she was letting it slowly boil over she would release it when the time was right.

It wasn't much longer until Central Park could be seen as Wolverine tried to look for a landing. They picked the park for a few reasons, one of them being that it was the largest place to land the X-Jet, it was still night so they could land it and if he found a good area most people wouldn't see it for its jet black paint job. After quickly looking he found an open area just large enough. He eased the jet to a stop as the bottom jets kicked in as he lowered the jet like a harrier fighter.

In fact although this was technically a Blackbird jet, it was heavily modified. The jets below it being just one example, another being all the back being gutted for all the extra room back there. Logan wasn't sure where Xavier got this stuff but it certainly made things easier.

There was a jerk as the jet landed on the grass, Wolverine started with the shut down as he lowered the ramp. Cyclops was already getting everyone out there and gathered up as they looked around.

"Damn this place is bigger than I thought," Iceman said looking around. He had seen Central Park in movies but it was a lot bigger in person. "Wish I could see anything out there."

"Zhere isn't much," Kurt said looking around as his golden eyes nearly seemed to glow in the dark and his fur seem to melt slightly into the shadows and darkness.

"Wait you can see in the dark?" Evan asked him. "You never said that before."

Kurt just shrugged, "It never really came up."

"I don't sense Rogue anywhere near us," Jean had been actively scanning the area. She picked up a few couples, a group of kids with spray cans doing some graffiti, a purse snatcher (which she made him think he was covered in spiders ruining his plans as his shouts warned the woman who ran off), a few homeless people, and a couple of police on patrol. But no Rogue was in sight of her powers.

"What does the Professor say?" Cyclops asked her.

Jean closed her eyes as she had a short mental conversation with Xavier. She opened them again and pointed in a direction. "They got her surrounded in that direction she's only a couple of blocks away."

"Good I know where to go," Peter said starting to move.

"Hold up web-head," Logan snapped at him coming down the ramp. "We do this right, take someone with you. Elf, you follow with a couple of others while we bring up the rear."

"I'll go," Wanda said walking next to Peter he nodded as the two went off to the edge of the Park. Peter couldn't get much in the way of his webbing in just the trees. Kurt took Kitty and Bobby with him as they followed after them. Logan made sure the X-Jet was locked up tight before the final group went off. With luck they wouldn't be too far behind them.

"Hang on Stripes we're coming," Logan said under his breath as he and his group ran off in the direction that Rogue was supposed to be, hoping they would arrive in time.

As soon as Peter hit the edge of the park he grabbed Wanda by the waist, missing her surprised look, as he fired a web line and was quickly off. This was his city, he knew it almost like the back of his hand so he knew the best way to get to where he had been pointed in Rogue's direction. He could hear Kurt's teleport now and then as he kept up.

It wasn't long until Peter could hear over the sounds of the city a fight, not a regular one as they didn't usually have explosives not to mention large crashing sounds. It wouldn't take long before the cops got onto the scene with all that kind of noise.

'_Hang__ on __Rogue, __I__'__m __coming.__'_ Peter thought out to her.

**Next up Chapter 31: Showdown with the Sinister Six**


	31. Showdown with the Sinister Six

**Return of Spider-X**

**Chapter 31: Showdown with the Sinister Six**

Wanda liked to think she was tough, you don't basically grow up surrounded by the insane and caged for years without getting like that. Although at this moment she was holding on for dear life to Peter. She had never really been with him as he swung around like this and it was a lot different experiencing it than just seeing it. They were moving so fast that she was afraid of what might happen if she slipped out of his grasp.

Of course she knew that wouldn't happen but still, it was a long way down. Although some part of her might have been scared, she was also slightly exhilarated. It was strange but she trusted Peter enough that even if she fell he would be there to catch her. It didn't long to reach an area where the trouble was forming. For a minute they could hear a battle going on and now it looked like they had landed right in the middle of one.

Several members of the men that attacked them earlier were seen as though looking for something.

"I can't believe she got away," Doc Ock yelled at them. "Where on earth did she land and why did you use such a high powered explosive?" He directed this at Hobgoblin.

"Because none of the others were working much that's why," the villain defended himself. They had been in the middle of a fight when he had used one of his more special bombs. One that was more powerful. He had hit her but the explosion had caught the girl in midair and sent her flying. She had landed in this area somewhere but he wasn't sure where she had landed. Already Rhino and Shocker were searching the street level to see if she was trying to hide down there.

"I think we have other issues," Fixer said seeing the new arrivals. "Looks like someone else has joined out little hunt."

Peter and Wanda managed to hear the last part of the conversation and it didn't take much to guess that they were talking about Rogue earlier. For Peter that was a mixed blessing as it meant that Rogue was still in the area but she might be hurt if she had been avoiding these men for so long. He set down Wanda and wanted to jump right into this, force them to tell him everything but first they had other problems. Already the streets below were gathering people he had seen them while swinging to this area. He had to be mindful of that and because the backup hadn't arrived yet, they were really outnumbered at the moment.

"Where's the girl?" Peter asked.

"Huh I think they might be friends of hers," Fixer stated hovering on his small craft in the air. "I think we should deal with them as well before this gets any more complicated."

"You have no idea, Wanda, let them have it!" Peter told her.

Wanda threw out her hands and unleashed her power, the chaotic energies she unleashed fuelled by her emotions lashed out. Several effects could be apparent, first was that Fixer's entire tech suddenly went haywire. Devices sputtered and died, activated by themselves, others turned off and some just up and went dead. Hobgoblin soon found his glider also malfunctioning as he fought with it to regain control. Doctor Octopus suddenly couldn't control his mechanical limbs.

For the other villains strange things like bricks suddenly loosening and falling over, roofs started to buckled under their weight and all kinds of strange things.

"Thanks for the opening," Peter told her before jumping at Doctor Octopus as he was the closer threat and he was hoping to get him out of the fight since it would be easier without the extra limbs he had. He knew that Wanda's power might not last very long so they had to hurry.

Wanda was about to try hitting them with her powers again when Kurt teleported right next to her. She coughed from the sulphur smoke that always happened from him using his powers.

"What's going on?" Kitty asked.

"We found them but not Rogue, what's with him?" Wanda looked to Bobby who looked a little green.

"It sometime takes a little time to get used to my teleports," Kurt shrugged. Kitty had been mostly fine as she had traveled with him enough to get used to it, as long as he didn't use it too quickly. Bobby on the other hand, thinking back Kurt had only had him in a teleport a few times in training.

"I think I'm going to throw up," Iceman was doing everything he could to keep his dinner down.

"Do it later, we need to help out," Scarlet Witch ran forward as she chose Hobgoblin as her opponent. She had the only real long range attacks that might work on him.

Kitty looked to Bobby, "You going to be okay?"

He nodded, "Just give me a minute."

"Alright," Kitty joined by Kurt, started to help Peter out in his fight. She managed to phase herself through the attack that Sandman sent her way and decided to try going up against the man with all the strange technology on his body. If there was one person she knew she could take out quickly it was him, if all he used was that. She noticed that Kurt was already teleporting around, attacking and then disappearing again.

Wanda raised her hands up when she suddenly got them caught in a large amount of sand that was holding her hands in a very strong grip.

"I don't think so little girl," Sandman stated as he used his free hand to form it into a giant ball with spikes on it. He was about to crush the girl when ice blasted his sand. His hand that was holding Wanda's was frozen at the write area while his other hand was engulfed in a large amount of solid ice.

"Not this time," Iceman smirked glad that he was mostly recovered by this point. "I'm the X-Men ace up their sleeve for you Sandy."

Wanda used her powers just enough to shatter the ice closest to her hands, it broke and the remaining sand fell from her hands, no longer being able to be controlled by Sandman without being connected to the main body. She flexed her hands as Bobby used his powers to keep the living sand away.

"You okay?" He asked over his shoulder.

"Fine," She paused for a moment, "Thanks for the save." She was getting used to being more 'social' as Tabitha called it. She caught the surprised look on Bobby's face and sent him a glare that got him to focus back to the fight. She took a moment to look around the rooftops. So far they seemed to be holding out. Peter was fighting a guy with metal arms and it looked like her hex powers had stopped working. But it wasn't slowing down Peter as he moved with great speed and agility to avoid the metal arms and fight back.

She heard the roar of an engine and managed to duct down just in time or else her head might have been taken off by the glider that just barely missed.

"I'm going to get you girl for nearly wrecking my ride," Hobgoblin yelled out before turning for a striking run at her getting some of his razor bats ready to throw. "Let's see if I can cover you in your blood to match all that red you're wearing." He laughed at her.

"I really don't like this guy," Wanda muttered gathering the chaos energy around her hands ready for a fight.

**-Not Far Away-**

Rogue had no idea where she had landed she could see that she was in an alley of some kind. Getting up she could hear sirens and people on the streets. Looking down the alley she could see people gathering. This was bad they needed to get out of here. Looking down she couldn't exactly go out looking as she did. Her dress was gone, only a few strands left, her underwear was in pieces it was amazing she wasn't naked at this moment.

In fact she really needed some clothing as she felt pretty exposed and maybe a place to hide. Rogue noticed a door and giving a mental apology she rammed her shoulder into it as it gave in, popping open easily. She walked in and closed the door noticing it would never lock again hopefully if they were looking for her they wouldn't notice the broken door.

It was dark inside and looking around she tried to get an idea of what kind of place she was in. It looked to be a store of some kind but she wasn't sure, her eyes were slowly adjusting to the dark. Eventually she could make things out and to her surprised it was a costume shop. She could see police were arriving outside as she hoped it was for the battle and not because of some silent alarm that she was pretty sure she had tripped off with the door.

Slipping into a backroom she found a light switch, it looked to be a place for discarded or broken costumes. She had no idea what they were for they ranged from all kinds of clothing. Although she would have preferred some actual real clothing but beggars couldn't be choosers. She sighed as with a resigned expression she started to look for something that would fit her. She didn't like the idea of stealing but this was an emergency. Her bra alone was about to fall apart by this point.

Quickly looking through what she could find she felt a bit horrified by the only article of clothing that seemed like it would fit her, it was the only real complete set she could find as well.

"Oh gawd," She groaned looking at the costume. "Ah can't wear this! Ah might be better off naked."

Rogue really cursed her luck, this was the only thing left and honestly she had no idea how much time she had. Feeling completely embarrassed she started to put on the costume. At least it was mostly black so she could like the color of it. The top was some kind of black leather that was like a one-piece bathing suit. It took her a moment to zip up from the oddly placed zipper on her back.

Next came a pair of black boots or maybe they were stockings? She wasn't sure only that they covered her up to her thighs. There were a matching glove set that went up back her elbow. It was odd how she didn't really have all that much exposed skin yet felt nearly naked in this get up. She saw a black domino mask and an adhesive jar next to it. Reading it she found it was to help keep clothing to skin. Applying a bit she put on the mask and looked at herself in a mirror. She felt ridiculous in this get up and really exposed.

Seeing her brown hair with trade mark white streak in it, it wouldn't take much for people to figure out who she was. That's just what she needed, pictures of her all over the news and internet in this get up and people knowing who she was. There had to be some way of hiding her hair. Looking around she found a bunch of wigs, that wouldn't do they would fall off. That is until she noticed one with clips in it.

Well she came this far she might as well go all the way. Rogue clipped on the wig as it took a few tries to figure out how it was done and looked at herself again. She blinked a few times she couldn't even tell that the woman in the mirror was the same person. Looking down at her chest at the large yellow lightning bolt design made her wonder what this costume was for.

With a shrug Rogue knew that she needed to get out there, for some odd reason the sounds outside hadn't stopped in fact they were getting worse. She was afraid that if the police were involved people were going to get hurt.

**-New York Streets-**

It was pure chaos in the streets, although being the city that never slept meant that there were plenty of people on the streets when the battle started up. There would always be the curious that wanted to see what was going on. Some would be smart enough to at least run, others would try and capture video on cell phones or just stood to watch like it was some demented show for their entertainment.

The police were already trying to corner off the area, when they first showed up the Sinister Six were in sight and already a fight had broke out. Shocker and Rhino were keeping the police off their case as well as trying to find Rogue who might have been on street level as far as they could figure. The police had no weapons that would penetrate the thick armoured hide of the Rhino, while Shocker's powers disabled many others. More police and SWAT forces were called in but they might not make it in time.

Then the news crews started to arrive; only a few at first as many would have police scanners and had heard the calls going out. Independent reporters and some working for major papers would show up. One such reporter who arrived onto the scene was Daily Bugle reporter Ben Urich. He hadn't been far, actually eating at a dinner he liked to frequent when his cell phone had gone off and his boss yelling into his ear to get down to the scene and get the story. Ever since mutants were exposed every reporter was looking for the next big battle or breaking news. That cover piece by that TV reporter Trish about the X-Men had been a prime example.

So far Xavier wasn't giving out anymore interviews which definitely made Trish's career a little boost from the only reporter to get one out. But she wasn't here in fact she was most likely still focused on that attack not too long ago about the attack at Wilson Fisk's party. Most reporters who could be there were most likely over there. But this story wouldn't slip through his fingers. Already he had been making mental notes and even pulled out his digital recovered as he made notes on what was going on.

"As two still unknown men, one extremely large and another a more regular height continue on their rampage, the police still can't seem to slow them down." He recited, he just hoped that the device didn't die on him or got wrecked this was gold material he was seeing. He continued to basically 'write' his article there on the spot as he watched the police in vain trying to stop the two men. Everything they threw at the two was next to useless.

The one in the strange suit would hide behind the larger one for bullets and then step out and fire some kind of attack. It broke up the street, caused damage to vehicles and sent men flying. The larger one would then pick up pieces of the street, or other large objects and throw them out at the police. In one moment a police car came around the block quickly and couldn't have picked a worst place to enter from.

The police car turned and was right in front of the Rhino the large man easily stopped the car, the front end smashing against a large grey fist. It came to a dead stop with one last screeching of the siren before it all went dead. Ben watched in surprised horror as the large grey animal suited man actually picked up the car and threw it. It landed not far from his position on the roof, his reporter instincts told him that maybe he should get to a safer area. But another part of him wanted to at least make sure the cops were okay that had been a really bad way to fall.

Making up his mind he quickly ran over to the car and looked inside, the cop inside looked pretty banged up. He was bleeding from a head wound and looked knocked out. The man was groaning as well, Ben knew enough that the cop might be suffering from internal injuries and normally you shouldn't move a person until the right people showed up. But with a battle going on it wouldn't take much for this car to get destroyed and the police officer inside would get killed.

He had to force the door open and was thankfully he managed to get that much done without having the jaws of life on hand. The seat belt was a lot harder to get off him as he had to gently make sure the officer didn't slam his head into the roof of his car as he fell. He had just managed to get his hands under the armpits of the police officer when he heard the helicopter above him.

Looking up the reporter could see a police copter was on the scene as it caste a spot light onto the two costumes menaces. The larger one seemed annoyed by this and said something to the smaller one. The smaller one nodded and pointed his gauntlets at the helicopter. A blast of energy came out and the near rotor of the police helicopter blew apart. It started to spin out of control as the pilot tried in vain to keep it steady. But inside of a city with building on either side of him, disaster could happen all too easily if it slammed into one of the building.

Either from the pilot's skill or just blind luck the helicopter managed to not hit the buildings but it was also coming down fast. Ben Urich looked up in horror to see that it was coming down on his location.

As the chopper started to fall, horrified people started to scream and run out of the way or in just general directions that took them away from the impact. Ben however was still trying to haul the cop out of his over turned car. Some part of his brain told him to run, to save himself but his body refused to move. Later he liked to think it was because his morals told him not to leave the man behind instead of fear locking up his body. Looking up at the aircraft was certainly going to hit he closed his eyes and flinched for the final moment. He hoped it would be quick were the last thoughts going through his brain.

Then a loud impact and groaning metal caught his attention as he opened his eyes.

"Got'ya!" A female voice seemed to say above him.

Ben Urich looked up and was amazed by the site of it. A young woman in some kind of black costume with a large yellow lightning bolt on her chest was floating up in the air and had looked to have actually caught the helicopter. She floated over and set it down, thankfully the pilot knew enough to stop his engines before the rotors hurt anyone. She just left it there on the street. She seemed to be yelling at the two powered goons that were the cause of all of this.

He couldn't hear her words but he still finished helping the officer out of his car. He took down his note pad and started to write. He wrote down her looks, her abilities and how she was now fighting with the two men and was holding her own. Well she had picked up a helicopter after all so she might be strong enough to beat them. He tried to think of what to call this mystery woman, he was the first on scene and if he could name her, well that would be a nice feather in his cap.

He had to admit that whoever this young woman was, she was marvellous.

Rogue had barely been able to stop that helicopter from crashing but she was glad that she could. She was starting to get used to her powers now that she was getting an idea of how strong she was. Flying was still going to get some getting used to. So far she was basically kicking off things and using herself as a projectile to move through the air. Well that was fine with her after all she was using herself like a bullet as she slammed into Rhino with such an impact that the hit caused the giant to stagger back.

She didn't stop there as she kept hitting him over and over. Logan taught her all kinds of things one of them was that if you were forced to attack someone bigger, just keep on hitting them. Keep hitting them until they went down, it wasn't the best tactic but if it was all you got then you might as well go with it. Shocker however had been someone she had momentarily forgotten about and she paid for it by a blast from his vibrating gauntlets.

Even with her new found powers having every part of her body feeling like the inside of a paint can in one of those shaking machines did hurt. Rhino took the opportunity to hit her back with full force as she felt the massive fist connect with her face. She was sent through the air and into a car, the vehicle actually bending around her body like she was a piece of steel instead of flesh.

"Who the hell is this?" Rhino asked feeling his jaw from where she had hit him. "You think it's the girl or someone else?"

"Hard to say," Shocker was a bit confused the girl they were fighting could be the same one. But where would she get the costume and what about the blonde hair? Maybe it was just another costumed person with powers. They weren't the only ones around he had heard the reports of others in the New York area. Spider-Man being someone both of them had met awhile ago since that man ruined one of their older jobs.

"It doesn't matter if she's the same girl or not," Shocker finally said. "We deal with her and pull the mask off. If she's someone else then we just got to find her."

Rhino cracked his knuckles, "Fine with me I could use a little stress relief."

Rogue dug herself out of the wrecked car, that big guy could really hit. She got onto the ground and started to think what she could do next. With a shrug she picked up the wrecked vehicle and decided to throw it at them, it wasn't like it was going to be repaired not after it being caved in like this. She threw it easily and watched it fly. She kicked off sending herself out after it, the car was just a decoy for them. Rhino managed to grab the car but Rogue flew through the car and into Rhino like a missile. He grunted as he was thrown clear across the street.

Now Rogue looked at Shocker, "You're turn, you...pad wearing...jerk."

"Huh, was that supposed to be an insult?" Shocker fired his weapons at her again.

She dodged this time ready for it. "Shut up!"

She wondered how the hell Peter made it seem so easy when he did banter with criminals.

**-Rooftops-**

Peter had to admit that things were going fairly well so far. Doctor Octopus here was turning out to be a literal handful, all those arms made it harder to get in close. If it wasn't for his spider sense he might not be able to avoid all of these things. Although the villains did seem to be working well together this was working against Peter and his friends. They were keeping Wanda busy and Sandman seemed to be keeping Bobby from focusing on anyone else in the fight.

Kitty was having some trouble with Fixer however.

"Shadowcat how come you can't get close to him?" Peter asked when he had a moment.

"The guy is like totally using some kind of force field," Kitty had been trying to get close to phase something of herself through the technology that was covering the villain. But every time she got close she hit something that sent her back when she was in phase.

"I analysed your powers kid," Fixer always couldn't resist bragging about his intelligence. "You phase your body on an exact wavelength, so I altered a field projector on my suit to your wavelength."

Kitty hadn't even known that was possible but if two wavelengths on the same frequency met they would cancel each other out normally. So she couldn't get him unless it was by surprise.

"Kurt!" Kitty called out to him. "I need a lift."

He appeared next to her grabbing her waist. "My pleasure," they both disappeared and suddenly reappeared only on a totally different roof than what they were on. "Vhat!" Kurt never missed but something had felt odd about that teleportation. It felt like he 'pounced' before he 'landed' at least that's the best explanation he could get.

"Crap," Kitty had a theory. "I think he has something to counter your teleportation."

"Vell zhat sucks!" He took her and teleported them back to the original rooftop making sure to keep his distance from Fixer.

"You two will never get close to me," Fixer threw out a few disks that when landed sent out bolts of electrical energy. Kurt and Kitty were caught in the power as they cried out in pain and dropped to the floor. Kitty was out cold but Kurt managed to remain slightly aware, he tried to reach out to Kitty and teleport them away but he couldn't move his arms.

"Hey you!" Wanda shouted out and was about to hex Fixer when she heard Peter calling out for her to duck. She twisted but her arm was caught by one of Doctor Octopus' metal arms as it slammed into it. She cried out feeling the hard metal slam into her frail flesh as it knocked her to the ground. She didn't think anything was broken but her arm had gone partially numb.

"We need to finish this," Doc Ock told his team. "The longer we are delayed the longer that girl has a chance to get away."

"I think we got more trouble than just that," Hobgoblin pointed out as Jean was arriving while holding Scott and Beast with her and Storm flying along side. "Looks like they got reinforcements coming and I don't like the odds."

"Then we take this to the streets, join up with Rhino and Shocker on the street and then counter," Doc Ock yelled out to the others.

"Fine by me this ice brat is annoying," Sandman reformed next to them. The villains rallied together and quickly retreated to the streets where the other two members of their team were supposed to be.

"Is everyone okay?" Storm asked landing next to Kitty and Kurt to check them over. Beast was quickly by her side as he looked the teenagers over. "How are they?"

"Stunned but I think they'll be fine for now." Beast figured that they might have been hit by something that was akin to a tazer. Although he couldn't be sure until they were both responsive. Kurt looked like he was only partially conscious at the moment.

"Storm, Beast I want you two to look after them," Cyclops ordered them he didn't want to move them and leave them defenceless. Plus Logan and the others would be on the ground soon so if they linked up with them they would be able to outnumber them. "The rest of us let's follow them."

"Oh yeah this is going to be great," Bobby made an ice slide to the street floor. "Anyone that can't fly here's the way down." He slid down the ice using only his feet as Wanda looked at it. It was either this or being levitated or carried. Peter had jumped down not needing any help and Wanda wasn't sure if she wanted to try out Jean holding her up with the power of the girl's mind. So Wanda sighed and slid down the ice slide.

As everyone managed to get to the ground, they could see that the street already looked like a battlefield as the Sinister Six and X-Men were coming to a head. As the first team managed to get to the ground Scott heard someone behind them. He cast a look to see Logan and the others making their way to them. Logan had to have been pushing the rest of the X-Men to get this far. Now all together they could see the Sinister Six minus two of their members.

"Where the hell are Rhino and Shocker?" Hobgoblin yelled out.

"Looks like they can't find their two friends," Peter stated. "But where is Rogue? Jean was does the Professor say?"

Jean closed her eyes as she had a mental talk with Xavier. "He says that Cerebro has her location right here but I'm not sure where."

"Great," Peter muttered looking around. "Great we can't let all these people get in the way. Sometimes being the good guy is like having an arm tied up behind your back."

Suddenly from a street corner Shocker came out running, seeing the rest of his crew he waved them down. "Get over here, we got a problem!"

"You're not the only one with a problem," Fixer yelled back pointing to the X-Men. Shocker cursed something seeing the team knowing that things just got worst for them. He was about to tell them the other problem that he was fighting when Rhino was thrown into view. The large man groaned as she slowly picked himself up. Then a young woman in a mostly black costume came flying into view of both teams.

"Who the hell is that?" Peter asked seeing the unfamiliar costume. "She's not on their side right?"

"Looks like she's fighting the two in the back," Logan stated. "Whoever she is she seems to be on our side, or at least not on their side."

Peter mentally shrugged, he had heard of a few new heroes in New York. Rumors mainly but if this was another one then he was fine with that.

"Come on, we can't let them gang up on her while we wait around," Scott said as the team moved to meet the Sinister Six. "As soon as we're done we'll try and find Rogue but keep an eye out she might turn up if she's in the area."

Peter wasn't sure why but there was something very familiar about the woman, from this distance it was hard to say but just something about the way she moved and the way she looked. He quickly tried not to stare, if Rogue thought that he was checking out some other girl she would kill him. Although from that skin tight uniform it was kind of hard not to notice a few things. At least he figured that was a good defence as any if this ever came up, at least he hoped it never did.

**Next up Chapter 32: Reunited**


	32. Reunited

**Return of Spider-X**

**Chapter 32: Reunited**

Rogue couldn't believe it at first but she could see them now, she could see the X-Men, well part of the team at least. But she did see someone she had hoped to see again. Peter was there in his Spider-X uniform. It had been a long night but she finally could see some hope that this whole thing would be over soon. Kicking off she launched herself towards her team, she hoped to join up with them and fight these creeps off together.

Rogue noticed that Peter was attacking the one with the mechanical arms, she aimed herself right at his back. She slammed into Doctor Octopus' back, her body was like being hit by a wall at the speed she was going. She sent the villain away and managed to land near Peter, as soon as she got back to the mansion she was going to spent her time learning how to fly. This moving around like a missile wasn't very accurate and it was incontinent.

"Uh...okay thanks, whoever you are." Peter said to her.

For a moment she was surprised but then remembered the clothing and the wig. It must really have hidden her identity if he couldn't figure out who she was. But then again it's not like she would normally wear this kind of thing either.

"Peter, it's meh," she said just loud enough for him to hear, she didn't want anyone to hear it by accident. Even if that was a long shot she didn't want to risk it.

Peter blinked a little freaked out she knew his name but that voice was something he knew very well. He looked at the green eyes under the mask she had and those were eyes he had seen all the time. "Rogue?"

"Yeah it's meh."

"Uh...not that I'm glad to see you, believe me I am, but what's with the outfit?"

"Don't ask," Rogue sighed she really didn't want to get into it. At the moment she just wanted to get this night over with, get to bed and sleep for a week. She was feeling dead tired from everything, she ached in a few places and she needed a shower. Suddenly Peter grabbed her and pulled her to the ground as a car nearly missed their heads. She looked up to see Doctor Octopus was back up and picking up another car with those arms.

"You know I'm getting real sick of these guys," Peter commented.

"Hey I've been fightin' them all dang night, how do ya think ah feel?" She shot back.

The rest of the X-Men were already deep in their fight with the Sinister Six, it wasn't easy trying to make sure no civilians were hurt from the crossfire but at least this time they were in an open street and not in a cramped room in a high rise. Cyclops was already making sure that everyone knew their jobs they had to take these men out quickly to prevent any more damage done. He used his optic blast into Fixer but he had raised some kind of personal shield. The villain fired back some kind of energy beam of his own letting the young leader dive for cover behind a car. He looked up just in time to see the barrel of a gun pointed at his face.

"Whoa!"

"Hold it right there," A police woman had also been hiding behind the car. She had been surprised by the young man and at this moment she wasn't sure what was going on. She had gotten the call about some kind of attack and it landed her in the middle of a damn war zone.

"Hey I'm on your side," Scott said showing his hands in good faith. "we just came here because these guys kidnapped a friend of ours."

She took a moment to look him over, "oh you're one of those mutant guys from in Bayville right? So these others are mutants then?"

"Actually they aren't," Cyclops explained.

"Great the world just keeps getting more messed up by the day," She paused to think things over and take a quick look through the widow to see more of these 'X-Men' as she remembered them being called, fighting the adults that obviously didn't care about civilians. She decided that the people needed help and the police just didn't have the kind of fire power to deal with these nut jobs.

Pulling her gun away, "Alright kid I'm putting some trust in you so you better not ruin this."

"Thanks officer," Scott took a look and quickly his mind started to form plans to deal with the problem. "We're going to hold them off you think you can start getting people out of the area?"

"Yeah, I can get a few more officers that are pinned down to help out," she said looking at a few other of her fellow cops trying to keep civilians out of the battle. She saw a pair trying to get some injured out of the area too.

"Thanks officer..."

"DeWolff, Jean DeWolff," she told him.

"Right," Scott got up and fired a blast at the group of Fixer sending dirt and debris in his face. "Jean, Wanda try to keep them held in this area. We're going to give the cops some time to get the civilians out of the area!"

Back with the others they battled as best they could against the hired criminal group. Peter and Rogue were doing their best to and were doing a fairly good. The only reason they had trouble was because that Doctor Octopus' arms gave him an advantage in being able to attack and defend at once. He would attack in multiple ways and times keeping them off balance just enough to keep them from teaming up and overwhelming him.

It was also at this moment when a very familiar person finally arrived on the scene.

A primal roar was heard as Logan came out of nowhere, his claws flashing as they sliced through the metal limbs of Doctor Octopus. The mad scientist cried out in shock and pain as the limbs were severed. He had built these devices to last under extreme pressure, strain and wouldn't be able to be broken. But Wolverine's adamantium razor sharp claws could slice through the metal.

"Sorry it took us so long," Logan told Rogue and Peter. "Had to find a way around a police barricade a block back."

"Hey no worries," Peter joked. "Oh and this is-"

"I know who it is," Logan looked at Rogue. "Interesting clothing Stripes."

"How did you..."

Logan pointed to his nose as both teens remembered that he could tell a person by scent, which was kind of creepy sometimes.

"What have you done!" Doctor Octopus screamed at him. Although he wanted at first to go back to being a normal person these limbs were the only real power he had had in life. He still needed them to deal with Osborn and maybe anyone else that got in his way. "Do you have any idea how long it will take me to rebuild these?"

The control harness was still fused to his skin, he could take off the limb joints and reattach new ones but it wouldn't exactly be easy to do.

"Yeah well get over it," Peter jumped forward and gave him a good punch to the jaw knocking the man out. With all those arms shredded it was a hell of a lot easier getting close enough to land a decent hit on him. "Well that's one down."

Thunder and lightning suddenly boomed as everyone looked up to see that Storm had joined in the fight.

"She looks pissed," Rogue commented.

"How can you tell?" Peter asked as several bolts of lightning hit the Hobgoblin as the circuits in his glider fried. He tried to correct but he eventually crashed into the ground as his body landed and bounced a few times before coming to a rest.

"You know what, never mind," Peter said seeing the site.

Across the street Cyclops was firing his blast at nearly full power on the Rhino who had joined back in with Shocker. The tough armour was strong enough that it was like the Juggernaut all over again only the man didn't have the strength to keep moving as fast. But the man was slowly gaining on him when he noticed that Kurt teleported into the area with Kitty. Apparently he and Kitty were back up which was something he was grateful for.

"Nightcrawler, I want you to take Shadowcat behind this guy and I want you to pull him under." He told them they should remember the move he was talking about.

Kurt gave a small salute as he took Shadowcat with him and disappeared and then reappeared behind Rhino. Scott turned off his power just long enough for Kitty to run up and jump onto his back. She activated her powers as both of them started to fall into the street. He thrashed around not sure what was happening as he sunk into the street. Kitty made sure that he was half inside the street with at least one arm stuck into street as she phased herself back out of the ground.

"That should hold him," Kitty smirked.

"This is not going well," Shocker fired a blast at the girl but the blue boy got in his way. He appeared next to her and then was suddenly gone with her. "Hold on, I'll get you out of there."

He aimed his gauntlets but suddenly found them pulled up and him along with them.

"What the hell?" Shocker tried to move his arms but they seemed stuck.

"I think that's enough of that," Jean focused her powers and ripped the devices off his arms dropping him onto the ground. As soon as he hit the ground Spyke was there to fire his bone hard projectiles into his suit to pin him to the ground.

"Yeah, pinned like a bug," Evan smiled.

Fixer didn't like how the battle was turning out, they were tired from chasing the girl all around the city and now fresh fighters were involved and his group was quickly being taken down. He was going to call it quits, he was not getting paid enough to get his ass kicked by teenagers and going to jail for it either. There was no way he was going to jail saying that, no way in hell.

What he hadn't noticed was Wanda walking up to him from behind, she had seen how his equipment handled everyone else but she wasn't like everyone else. Her powers weren't something that any simple machine could handle. She focused her powers, her anger on this man and let loose her powers. Fixer's equipment gave him a warning of energy coming at him only it wasn't a type that it could recognize. He had planned for all known energy attack but Wanda's wasn't known. Its very nature was chaotic and shifting, so he soon found all his equipment shorting out and exploding as Wanda put more and more power into his suit.

It couldn't handle the power put behind it, the anger in her power or the sheer chaos it was working on all his systems at once. Fixer soon found his equipment useless as he started to discard pieces of the technology covering his body. Things were exploding, or just frying as he quickly took everything off his suit that he could. Soon he was in nothing more than a black jumpsuit as he saw all his beloved technology on the street sparking.

He looked over at Wanda and saw the dark gleeful look in her eyes.

"To hell with this," he turned to run only to find himself facing the barrel of a few guns of police officers, the lead being a DeWolff who had seen what was happening and managed to get a couple of her fellow cops ready.

"I think it's best if you do this simply," DeWolff told him.

He looked at the three cops and then to the goth girl behind him and got to his knees and put his hands behind his head. He couldn't believe how screwed up this had all gotten so fast. He should have left as soon as the girl had broken out, now he was regretting not doing that as one of the cops put handcuffs on him. Well at least he could saw the cops got him and it took three of them to take him in, he would stick that story over being beaten by a teenage girl.

The only one left at this moment was Sandman, Iceman was keeping him occupied but then Scott joined in using his optic blast. The energy beams would smash against his sand body, while Iceman froze other parts. The criminal wasn't going to go down easy though, his form would change and grow.

"Where in the world does he get all this sand?' Bobby asked. "I mean it just seems to come out of nowhere."

"I've noticed," Cyclops look to the sky, "Storm, we need a rain storm right now!"

"You have it," Storm extended her arms as the rains suddenly fell from the sky, most of it focused right onto Sandman.

He cried out in shock and surprise as his body started to turn to mud, he couldn't move as the sand changed. It was too heavy, too thick for him to move. He could feel like he was turning into liquid lead. He was losing his form, he didn't like the feeling of how he couldn't focus, couldn't move his body no matter how much he forced himself.

"Bobby!" Scott called out.

"On it," Iceman said back as he did his best to freeze the muddy form before it could slip into the sewers or reform later. "Man I hope that holds."

With the battle over everyone quickly agreed that it wouldn't be best to stay around. The police were busy with the criminals but they didn't want to push their luck as they quickly left the area. They had to take the long way to get around crowds but in the end it was worth it. They made it to the park and they all took a breather when they gathered around the X-Jet.

"Man Rogue got to say girl that is a new look for you," Evan joked. On the way they had somewhat explained that the mystery woman was Rogue.

"Bite me Evan," She told him glaring.

"Yeah but like, why the new look?" Kitty had to asked.

Rogue sighed, "Look, mah clothes were shredded and ah was only able to get into tha first building ah could find. Ah didn't know it was a costume shop and this was the only thang ah could find that fit in a hurry."

"Well it's not bad," Kitty looked the outfit over. "It could use some color, you thought of like maybe adding something? Oh maybe a red sash or something on the waist?"

Rogue's response was to glare at the girl. Kitty backed up seeing that kind of angry look from her. "Or like, maybe not."

"God, ah'm never goin' ta live this down," She muttered walking into the jet and sitting down as she gently pulled the mask off her face. She sighed, her whole body felt like it had been through a lot, she still wasn't sure what had been done to her or even if this was permanent. At this point she didn't really care she just wanted to go home.

Peter came down next to her pulling off his own mask as everyone else took their seats that they could find. The overall mood was pretty good as they got Rogue back and got some payback as well. Some of them were going through the battle saying how they did this, or how they beat that guy. Peter tuned it out as he sat next to Rogue.

"You okay?" He asked her.

She just sighed and rested her head on his shoulder placing her arm behind his back pulling them close.

"Ah am now," She told him as she felt him wrap an arm around her shoulder. She gave a tired smile as she felt his arm, it wasn't when the X-Men came for her that she felt safe. It wasn't getting on the jet, it was this moment, feeling Peter next to her feeling his body against hers. This was when she knew she was finally safe and sound. "Ah knew you would come."

"Yeah sorry it took so long," He joked. "Promise next kidnapping I plan on being faster."

"It does seem ta happen a lot huh?"

"Oh yeah," Peter paused just liking the feel of her body but he had to ask. "So...did you change your hair or something?"

"Oh god ah still got this thang on," Rogue pulled away as she tried to find the clips to let go of her hair. She didn't want to get chunks of hair ripped off her head. It turned out putting in on was easier than taking it off as eventually she got the wig off and ran her hand through her hair.

"Too bad I was enjoying the blonde look, ugh!" He grunted when she elbowed him into the rips. "I'm kidding, you know I kid, that's my thing."

The others watching it couldn't help but smile it was nice seeing everything back to normal. Rogue eventually nodded off on the flight home, not that Peter minded as she used him as a pillow. She had a rough night plus he was happy that she was back and safe. Beast made a comment that when she had recovered they would have to start running tests to see what had happened to her.

Peter wasn't looking forward to telling her that, by this point both of them were sick to death of getting testing done on them. Well it was worth it to have her back, but man she was really going to hate it. Although he was curious just what happened to her, her powers had been altered again only this time it was a lot more extreme than when she had absorbed the Venom symbiote. By the time they got back to the mansion, it was only an hour from dawn.

With all the adrenaline gone the long night was finally catching up with all of them. Shuffling off the jet they could see that everyone else was up looking for them. Xavier had woken everyone who had fallen asleep so that they wouldn't have to worry. Everyone got off the jet like a zombie, usually making comments on going straight to bed.

"Hey Rogue, time to get up sleeping beauty," Peter nudged her but she was pretty out of it. He smirked as he got up and lifted her in his arms. She shifted a little getting comfortable again muttering something. He walked off the jet and could see everyone happy to see the returning members of the team. He saw Spyder and May happy to see them most of all. Peter nodded his head towards Rogue as both women only had knowing smiles.

Peter walked to the elevator and carried her to her room. Now he might be super strong but carrying the same weight in your arms especially after the kind of night he had but it was worth it. Getting her into the room was a little tricky but he pulled it off as he placed her in the bed. She moaned out as she shifted as Peter watched her. She looked so at peace now and he was so happy that she was back here safe.

He wasn't sure how long he stood there before he felt like he might drop. Turning around to leave he heard Rogue's voice.

"Don't go."

"Hey I thought you were sleeping."

She smiled, "Mostly ah was, don't go."

Peter only smiled as he took off the more uncomfortable parts of his uniform and slipped next to her. The sun was rising by the time they fell to sleep in each other's arms but they were too far into sleep to really notice. They had each other again and to them that was all they needed.

**Next up Chapter 33: Epilogue**

**Well last chapter is up next, there were some story elements I wanted to put into this originally but I think it's time to end it and I can use any unused idea for a sequel if I do a fourth story.**


	33. Epilogue

**Chapter 33: Epilogue**

It had been a couple of days and everything at the mansion was back to normal again. Professor Xavier was happy to know that the police from the efforts of a certain officer on the scene had reported how the X-Men were only there to help and the press coverage had been slightly helpful to show the world that mutants weren't the enemy that they feared. When it become public knowledge that the men they fought were all non-mutants that only helped to show that not all mutants weren't violent criminals.

Still, there were those that said that all people with powers were dangerous and also there were those that tried to take up the advantage of the situation. But these were small matters, in fact Xavier hoped that this would show that his students were good kids and would help with his fight to have his students attend Bayville high when the summer was over.

So far things were looking good, there were a few outspoken voices against having mutants in schools but he needed to fight this. Mutants deserved to be treated like normal people and this was an important step. He was confident by this point that the school board would see his way and let them join. Looking at the calendar on his desk he could see that school would open next month. Soon his student would have to face high school as known mutants. He hoped that they were ready for this because in some ways this might be a tougher challenge than some of the problems they had faced over this summer.

In the living room several of them were watching the television, currently Lance was channel surfing until Kitty stopped him.

"Hey go back one!" She said as Lance shrugged and did do as it landed on the news about the fight in New York.

"What again?" Lance asked her.

"We continue the report on the amazing battle that took place in downtown Manhattan a few days ago." A reporter on the TV said as images started to appear. "Currently all criminals are being held in special facilities while they are being processed. Police are taking extreme precautions with the individuals that were arrested. So far the police say they are confident that these men can be kept in prison until trail date is set."

"But still the world is a buzz about a new hero that seems to have shown herself that night."

"Oh god," Rogue was sitting with Peter who was now slumped forward as she placed her hands over her face. For days this had been going on and the jokes hadn't stopped either she was tempted to take that costume and have Amara burn it.

"We still have no new news on this new hero," the reporter went on as images of Rogue in costume fighting from that night. "The Daily Bugle has dubbed her Ms. Marvel."

"Ah swear if ah ever find out who named meh that..." Rogue trailed off that was not exactly the name she would have picked if she was thinking of even picking on to begin with. She felt Peter rubbing her back trying to cheer her up but honestly it just wasn't doing it as the report went on.

"At least they're not saying anything against us," Lance shrugged. "Well on this channel at least."

Depending on the news source either the X-men were accomplices that got away or were seen as possible heroes. It sure helped that the criminals captured were shown to be only humans with either powers given to them or were using technology.

"Hey at least we're finally being shown as something other than trouble," Scott said watching it. He was back to wearing his old red glasses since they got back. Peter had offered to rebuild the watch to control his powers, but after thinking on it Scott had told him not to put a rush job on it. Scott felt that he might have gotten too lax with his ability to see in color again he had been caught off guard once and it had gotten Rogue kidnapped.

Beside he had lived like this for years he could do it for a bit longer. When Peter did get around to rebuilding a new watch, Scott planned to only use it from time to time. There were moments he wanted to see in color again and without worrying about blowing a hole through everything he looked at but he wouldn't rely on it again.

"Anyways I better get going," Scott turned to leave the room.

"Going somewhere?" Kitty asked him.

"Jean and I are meeting Paul and Taryn," he told her. "Gotta catch up on what's been going on." He didn't mention that later on he and Jean planned for a date with just themselves. It had been some time since they had the chance and he was hoping for no interruptions this time. He had caught Jean preparing her room and she only did that when she planned for, well mainly for them to stay there for the night and not leave until the morning.

Once again, he was thankful that the walls of the mansion were thicker since reconstruction to help keep it more durable.

"Oh crap I knew I forgot something," Bobby jumped up suddenly heading for the doorway. "I can't believe I spaced on the time."

"What's the rush?" Scott asked.

"I was supposed to meet Gwen in an hour, if I leave now I might make it on time." Bobby looked forward to seeing Gwen Stacy. She was cool and he admitted she was hot she was kind of like Tabitha only in a little more control and more philosophical. Honestly he was really liking this girl now if only he could cross that threshold from being a friend to maybe being the boyfriend.

Of course her dad being a cop well that was something he wasn't looking forward to. She had said that her father was cautious of mutants so that wouldn't do Bobby any good. So he was planning to put that off as long as possible, he wondered if he could go without meeting him at all? No, his luck wasn't that good.

"You've been seeing that girl a lot," Lance commented. "Something going on there?"

Kitty perked up at that, she was a sucker for romance of any kind and Bobby knew that look. Once she started asking questions she wouldn't stop. So Bobby had to think quickly and get out of here before he got even more behind on time.

"No, just good friends I mean she's new in town, doesn't hate mutants and that's in short supply." Bobby said before making for the door again. "And I don't want to piss her off making her wait so see you guys later."

They watched Bobby quickly leave, Kitty pouted slightly as she sat back into the seat with Lance. "There is something going on there I just know it."

"Please leave it alone," Lance begged her. "Let the guy work it out himself he doesn't need you butting into it."

"I don't but into anything."

"Yeah right," Rogue rolled her eyes. "Ya get into everythin'."

"Like I do not! I just...I just like romantic stuff okay?"

"Yeah those trashy love novels you read all tha time proves that," Rogue was glad she didn't share a room with the girl anymore. Kitty was her best friend and all but honestly she could just be a bit too 'girly' at times for the goth's taste.

"There's nothing wrong with my books or liking romance," Kitty muttered to herself not wanting to get into yet another argument over books. They had enough of those when they had been roommates with Rogue getting all those horror books. Kitty tried reading one of them once and had nightmares that night, she never picked one up again.

Lance grinned down and snacked his arm around her rubbing her shoulder in comfort as she leaned into him. He couldn't help the grin on his face, sometimes playing the 'sensitive boyfriend' had its perks as they all went back to trying to find something to watch on TV.

**-New York-**

Wilson Fisk was staring out of his window of his office, as plans went this one hadn't gone off as well as most of his other ones. Things had started out really well too but just when success was achieved things went straight to hell. It was an important lesson and one he was not going to forget or let happen again. Still it wasn't a total loss.

They had the data from the experiment and they could rebuild although next time would be in a more secure area with better safety procedures in place. The men that he hired were keeping their mouths shut thankfully, he would get them out in time but he needed to let the heat die down. Plus he had to plan out what to do with them when he needed them again. So they might have to cool their heels in prison for a bit while he made plans.

At any rate the experiment no matter how it ended did show promise, Essex said that with time and materials he could recreate the device and claimed to have ideas on improvements. The machinery was easy but the special crystals used as a catalyst weren't easy to come by. His spy in Magneto's base said that Magneto was looking for more but so far hadn't found anything conclusive yet. Well he could always steal any that Magneto might acquire in the future.

As to the Hellfire Club things were slightly up in the air at the moment, the last he heard of them were that they were discussing the merits of the device. Although Fisk got the impression that the results of the increase in power had impressed them. Mostly likely they were making plans on improving security when they went with the plan and he had no doubt they would. Of course there would be the dance of power, them trying to gain total control maybe even pushing him out or aside. Well he knew that dance all too well and he would make sure they couldn't do this without him.

Once he gained membership into the Inner Circle a whole new realm of power and influence would have in his hands. His reach would stretch faster and further than he could accomplish in his entire life normally. But now there were other matters that needed to be taken into consideration.

He would need more of these special types, he was sure of it. The world was changing and he needed to change his game plan with it. More and more people with special abilities seem to be showing up so it was only logical to get some of his own. He was already searching for more unique people, looking at the paper on his desk he looked at the opened page. There was an article about a string of robberies where the electrical security had all been burnt out.

Although what the story hadn't figured out was that this was the fifth such thing that had happened, there was someone in New York with some kind of power, he already had men out looking for clues. If anyone so much as showed the slightest power no matter what he would make an offer. Whoever this person was, was obviously new to New York as even criminals that grew up here knew of the Kingpin and that he usually got a cut of the action.

Well if this person whoever they were, could do what he thought he could do, that could be forgiven for now. Looking back out the window he looked over the city, from up here it looked the same as always but he could feel the shift and change, a new future was showing it's face and he was a man that would ride this new current and control it. Let others fear and try to fight against what was coming, they would be broken and die like the fools they were.

"The future belongs to those with the vision to see it, the will to force it to bend to you and the power to control it," he mused to himself as he planned to do just that.

**-Xavier Mansion-**

Rogue had been thinking long and hard for the past few days about something that had been on her mind. She had been training nearly non-stop to get a handle of her powers with the help of everyone else that is when Hank wasn't examining her. From what they could tell her DNA had been permanently altered, meaning she would be stuck like this. It was hard getting used to being so strong that she could crush solid objects with her bare hands.

She had finally gotten a handle of flying, thanks to Jean. Although the way they flew was different as Jean used her mind to lift and move herself around. For Rogue, it was a bit different as she had to think of where she wanted to go and 'feel' her way towards it. It was strange but at least now she didn't have to launch herself at her target.

It was because she was getting better at her powers that she was thinking that it was time to go see Xavier about something she wanted to talk to him about. She found him in his office as she knocked politely on his door.

"Professor can ah come in?" She asked.

"Of course what can I help you with?" Xavier asked her as he put away some paperwork that was used to help run the mansion. It took a lot to run this place and then there were the whole sublevels, jet fuel wasn't cheap and it had to be delivered in a way no one would notice even before their exposure. Then there were also spare parts for the Danger Room and the X-jet, both specialty items. Especially since the SR-71 Blackbird had stopped being produced and their own was heavily modified.

So he was eager at this point for a break he noticed Rogue looked a bit nervous and he could feel her mind racing with thoughts. He didn't look as he knew she would tell him in time so he remained patient with her and letting her do this at her own pace.

"Ah've been thinkin' about somethin' for awhile now," Rogue became. "Ever since my powers got upgraded Ah guess ya could say, well ah've had this idea but ah wanted ya to hear it first."

Xavier nodded his head motioning her to continue when he heard what she had to say it gave him much to think about and after she left he called up the other adults to talk about Rogue's idea.

**-Later that night-**

Peter was making some final adjustments to his Spider-Man suit on the roof of the mansion. He was looking forward to getting out there and seeing if there was trouble to be stopped. He needed something nice and simple to deal with after everything. Since things had calmed down he didn't have to worry about too much for the moment.

He got to the ledge of the roof when he heard a pair of feet land behind him. He turned and was surprised to see Rogue there back in that costume she wore in New York.

"Uh...okay I'll bite what's with the outfit Rogue?" Peter asked her.

"Ya better get used to callin' meh Ms. Marvel," Rogue told him. "Ah talked with the Professor and he agrees that given how everything has been goin', ya need someone to keep an eye on ya."

"What like a babysitter?" He asked her. "I thought the whole Sirens thing was enough."

He remember how Rogue was part of the girls that had gone off using their powers because it was the 'fun' thing to do. Yes they did a lot of good he wasn't denying that but they did it all for the wrong reasons and thing had gotten out of control when that freaky guy in the black costume showed up looking for them.

Rogue shifted slightly on her feet. "Look that was just for some fun and honestly not tha best idea."

Peter was glad she was agreeing with his earlier thoughts but listened as she went on.

"We were just out there for no other reason than for ourselves. This time ah got somethin' that ah want ta protect. Peter ya know how hard it is for some of us ta know you're out there alone with no backup, especially meh."

Peter was silent a moment at that, he knew that his Aunt was also one of the bigger worriers and honestly he knew they all did worry about him. He couldn't stop being Spider-Man though it was just something he had to do, something that he wanted to do because it was a large part of him. When he had lost his powers for a time he started to realize this and now he wanted to use these powers to help others more than ever. Not just because he had a responsibility to help others with his powers but because this was what he wanted to do to.

Looking at Rogue he figured that she might not take 'no' for an answer and this wasn't like the Siren thing. He could see how serious she was taking all of this and if she went to Xavier and he agreed than Xavier must have thought this through. He also knew that Rogue could be really stubborn when she wanted to be and honestly if he took off she could just fly and catch him or just follow him.

"So you really want to do this?" Peter did admit it would be nice having someone with him and Rogue's new powers were impressive but he wanted to make sure it was for the right reasons, he had to be sure.

"Aren't ya the one that always says with great power comes great responsibility?" Rogue countered him. "Look ah'm doin' this, the Prof said ah could and you know that ah'll just follow you."

Oh yeah she sure could be stubborn at times and this was defiantly one of them alright. "So you're okay with this whole Ms Marvel thing?"

"Not really, wish ah could have chosen a name," She muttered about maybe another costume as well but at this point she really had nothing else. She wanted to be out there with Peter to help and maybe not just to keep Peter safe but this could be something she could also share with him. He always was alone out here but she didn't want him to be alone anymore.

Anyways she didn't have time to get new costume or think of a new name. She seemed to be stuck with it so she might as well go with it.

"Well if we are going to do this you'll have to listen to me at first you know," Peter really wanted to make sure nothing happened because she wasn't used to going out and doing the hero thing like he was. He had a lot more experience with crime fighting and wanted her to know that until she was ready he was calling the shots.

She nodded, she could live with that.

"Good, well then I got my first sidekick."

"Sidekick?" Rogue sounded slightly offended by that. "Ah was thinkin' partners."

"Nope part of the superhero handbook," he explained. "Start out as a sidekick before being promoted to partner."

"Oh yeah?" She reached and grabbed him as she quickly took off into the air with both of them as they flew towards the city. "Ya want to say that again?"

Although he knew she wouldn't drop him, at least not without making sure he would swing away safely, he got the point. "Okay no sidekick."

"Good," She smiled at him as they flew on.

Peter had to admit he could get used to this, not only would it save him on web fluid but it did also give them the perfect excuse to be this close. Maybe having a girlfriend that could fly and being his partner in crime fighting might come in handy after all.

"How about Junior Hero?" He asked her. "Hero-in training, oh I know junior partner like in a law firm."

"Ya want meh to drop ya or not?"

"No ma'am...how about Super Friend?"

"Ya are nevah seein' meh naked again."

"Oh come on! That's too harsh, can't you just drop me instead? Although I got to admit that custom doesn't really hide much of anything."

"Peter!" Rogue blushed all over her pale face. She really didn't like how much skin this custom showed off. She had never been comfortable with her body and showing it off wasn't something she was used to. Hell even before her powers kicked in she was fully clothed all the time and there was a reason why she was a goth after all.

"What? I'm your boyfriend and we've seen each other naked before. I mean you got nice legs which are being showed off."

"Peter..."

"Not to mention it really shows off your ass, a very good one I might add."

"Please stop it," Her whole face was heating up. "I swear if ya don't stop it's the last time ya will see mah ass or any other part of meh ever again."

"Okay okay...you're cute when your blushing you know that?"

"That's it!" She dropped him thankfully they were over the buildings as he managed to fire a webline and swung ahead of her.

"Well how about a race then? First one to the mall gets a prize from the loser?" He called out to her swinging ahead.

Rogue only smirked, "Ya are on there." She sped off in flight quickly catching up with him. Because she could fly she had the advantage of being able to go in a straight line unlike Peter who had to swing. She was already planning what to get from him when she won the race a smile slowly growing on her face.

Flying out here in the night air with Peter by her side for some reason it just felt right to her. Like they were meant to be here together in this moment, she never was one for fate or destiny or any of that kind of stuff but in this one moment she might be able to start to think otherwise.

That night many people witnessed two superheroes fighting crime and it wouldn't be the last time either. That night a new super hero team was born as Spider-Man and Ms Marvel went into the night to fight crime together, partners in life in the X-Men, in love together as a couple and now partners in crime fighting.

Little did they know that off far away Madam Web was watching all of this as the web of life was shifting slightly as she watched the changes that were appearing before her blind eyes. The web always changed, with each and everything little change the pattern too on a different shape but in the end everything had a part to play.

"Enjoy your time together you two," Madam Web said to herself. "This is only the beginning of a new chapter for not only you but everyone else. I hope you all the best for what's to come next."

**The End**

**Well I hope you've enjoyed this story maybe someday I'll make another one at least I hope to as I still have things to write about but there are other stories I want to do as well that I hope you can enjoy as well. I wanted to make it a little longer but honestly I couldn't really think of much else anything else would just be me rambling on.**


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